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criteria, drawings, specifications, or other information furnished by CITY or third parties retained <br />by CITY. <br />18. CONFLICT OF INTEREST CLAUSE <br />CONTRACTOR covenants that it presently has no interests and shall not have interests, <br />direct or indirect, which would conflict in any manner with performance of services specified <br />under this Agreement. <br />19. PUBLIC RELEASE AND STATEMENTS <br />Neither party or its representatives or agents shall disseminate any oral or written <br />advertisement, endorsement or other marketing material relating to each other's activities under <br />this Agreement without the prior written approval of the other party. Neither party shall make any <br />public release or statement concerning the subject matter of this Agreement without the express <br />written consent and approval of the other party. No party or its agent will use the name, mark or <br />logo of the other party in any advertisement or printed solicitation without first having prior <br />written approval of the other party. The parties shall take reasonable efforts to ensure that its <br />subcontractors shall not disseminate any oral or written advertisement, endorsement or other <br />marketing materials referencing or relating to the other party without that party's prior written <br />approval. In addition, the parties agree that their contracts with all subcontractors will include <br />appropriate provisions to ensure compliance with the restrictions of this Section. <br />20, ADVICE OF ATTORNEY <br />Each party warrants and represents that in executing this Agreement, it has received <br />independent legal advice from its attorneys or the opportunity to seek such advice. <br />21. EQUAL OPPORTUNITY TO DRAFT <br />The parties have participated and had an equal opportunity to participate in the drafting <br />of this Agreement. No ambiguity shall be construed against any party upon a claim that that <br />party drafted the ambiguous language. <br />22. CONSTRUCTION <br />Headings or captions to the provisions of this Agreement are solely for the convenience <br />of the parties, and are not part of this Agreement, and shall not be used to interpret or determine <br />the validity of this Agreement. Any ambiguity in this Agreement shall not be construed against <br />the drafter, but rather the terms and provisions hereof shall be given a reasonable interpretation <br />as if both parties had in fact drafted this Agreement. <br />23. INTERPRETATION <br />The terms of this Agreement shall be construed in accordance with the meaning of the <br />language used and shall not be construed for or against either party by reason of the authorship <br />of this Agreement or any other rule of construction which might otherwise apply. All exhibits <br />referenced herein and attached hereto shall be incorporated as if fully set forth in the body of <br />this Agreement. In the event of any conflict between the provisions of this Agreement and those <br />set forth in any Exhibit referenced and incorporated herein, the provisions of this Agreement <br />shall prevail. <br />10 <br />