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deposited in the United States mail, duly registered or certified, with postage prepaid, and
<br />addressed as set forth. above, If sent by facsimile, communication shall be effective or deemed to
<br />have been given twenty -four (24) hours after the time set forth on the transmission report issued
<br />by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating
<br />these time frames, weekends, federal, state, County or City holidays shall be excluded.
<br />10. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City and
<br />Sponsor, and supersedes any and all other agreements, oral or written, between the parties. In
<br />the event of a conflict between the terms of this Agreement and any attachments hereto, the
<br />terms of this Agreement shall prevail. This Agreement may not be modified except by written
<br />instrument signed by the City and by an authorized representative of Sponsor. The parties agree
<br />that any terms or conditions of any purchase order or other instrument that are inconsistent with,
<br />or in addition to, the terms and conditions hereof, shall not bind or obligate Sponsor nor the City.
<br />Each party to this Agreement acknowledges that no representations, inducements, promises or
<br />agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
<br />party, which are not embodied herein.
<br />11. ASSIGNIYIL+';:NT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Sponsor,
<br />Sponsor may not assign, transfer, delegate, or subcontract any interest herein without the prior
<br />written consent of the City and any stiuch assigmuent, transfer, delegation or subcontract without
<br />the City's prior written consent shall be considered null and void, Nothing in this Agreement
<br />shall be construed, to limit the City's ability to have any of the services which are the subject to
<br />this Agreement performed by City personnel or by other Sponsors retained by City,
<br />12. CANCELLLATION OR TERMINATION
<br />If. because of war, fire, strike, civil strife, government regulation, natural catastrophe, an
<br />act of terrorism or public enemy, an act of God, or any reason beyond the reasonable control of
<br />City, the Event or any part thereof is prevented from being held or is canceled by City, City, in
<br />its sole discretion, shall determine wid refund to the Sponsor its proportionate share of the
<br />balance of the aggregate sponsor fees received, that remain after deducting expenses incurred by
<br />City and reasonable compensation to City. In no case shall the amount of the refund to the
<br />Sponsor exceed the amount of the fee paid. City reserves the right to cancel any portion of the
<br />Event as it deems necessary and appropriate.
<br />Cancellation by the Sponsor will be accepted only in writing. In the event of cancellation
<br />by Sponsor, Sponsor will remain obligated for 100% of the sponsorship fees and the City may
<br />seek another sponsor.
<br />13. DISCRIMINATION
<br />Sponsor shall not discriminate because of race, color, creed, religion, sex, marital status,
<br />sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
<br />applicable' law, in the recruitment, selection, training, utilization, promotion, termination or other
<br />employment related activities. Sponsor affirms that it is an equal opportunity employer and shall
<br />oomply with all applicable federal, state and loeal laws and regulations.
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