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Facsimile: 714- 647 -6956 Copies to: Community Development Agency — Executive Director City Tull — Ross Annex — 6t" Floor 20 Civic Center Plaza Santa Ara, California 92702 Ltd City Attorney City of Santa Ana 20 Civic Center Plaza (M�29) P.O. Box 1988 Santa Ana, California 92702 Facsimile; 714. 647,6515 To Consultant; RSG, Inc, 309 W. Fourth Street Santa Ana, California 92701 Telephone; 714. 316.2100 Facsimile; 714541 -1175 A party may change its address by giving notice in writing to the other party, Thereafter, any comnnunication shall be addressed and transmitted to the now address, If sent by mall, communication shall be effective or doomed to have been given three (3) days a.ftor it has been deposited in the kinitod States mail, duly registered or certified, with postage prepaid, and addressed as set forth above, If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. Pot purposes of cateuilating these time ftames, weekends, federal, state, County or City holidays shall be excluded, II, EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. in the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of tliis Agreement shall prevail, This Agreement may not be modified except by written Instrument sighed by the City and 'by an authorizod representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terns and conditions hereof, shall not bind or obligate Consultant nor the City, Each party to this Agrmnent acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, dclegtito, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement 25A -35