|
machine, addressed as set forth above, For purposes of calculating these time frames, weekends, federal,
<br />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 Consultant,
<br />and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict
<br />between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail,
<br />This Agreement may not be modified except by written instrument signed by the City and by an authorized
<br />representative of Consultant The parties agree that any terms or conditions of any purchase order or other
<br />instrument that are inconsistent with, or in addition to, that terms and conditions hereof, shall not bind or
<br />obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations,
<br />inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting
<br />on behalf of any party, which are not embodied herein.
<br />11. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant
<br />may not assign, transfer, delegate or subcontract any interest herein without the prior written consent of the
<br />City and any such assignment, transfer, delegation or subcontract without the City's prior written consent
<br />shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to
<br />have any of the services which are the subject to this Agreement performed by City personnel or by other
<br />consultants retained by City.
<br />12. TERMINATION
<br />This Agreement may be terminated by the City upon thirty (30) clays written notice of termination.
<br />In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all
<br />services performed by Consultant prior to receipt of such notice of termination, subject to the following
<br />conditions:
<br />A. Asa condition of such payment, the Executive Director may require Consultant to deliver to the
<br />City all work product completed as of such date, and in such case such work product shall be the property
<br />of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as
<br />the City deems appropriate.
<br />B. Payment need not be made for work which fails to meet the standard of performance specified in
<br />the Recitals of this Agreement,
<br />13. DISCRIMINATION
<br />Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, age, national origin, ancestry, or disability, as defied and prohibited by applicable law, in the
<br />recruitment, selection, training, utilization, promotion, termination or other employment related activities.
<br />Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal,
<br />
|