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modified except by written instrument signed by the City and by an authorized representative of <br />Sponsor. The parties agree that any terms or conditions of any purchase order or other <br />instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not <br />Hind or obligate Sponsor or the City. Each party to this Ail <br />,reement acknowledges that no <br />representations, inducements, promises or agreements, orally or otherwise, have been matte by <br />any party, or anyone acting oil behalfol'any party, which are not embodied herein. <br />13. ASSIGNMENT <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 such assignment, 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 />14. CANCELLLATION OR TERMINATION <br />If, because of war, fire, strike, civil strife, government vogulatiun, 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 pall thereof is prevented from being held or is cancelled by City, City, in <br />its sole discretion, shall determine and 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 />Fvcnt, 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 fee, and City will retain <br />the right to seek and retain an alternate sponsor in City's sole discretion. <br />15. NONDISCRIMINATION <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, tennination or other <br />employment related activities or any activities in connection with this Agreement Sponsor <br />affirms that it is an equal opportunity employer and shall comply with all applicable federal, state <br />and local laws and regulations. <br />I& JURISDICTION - VENUE <br />This Agreement has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement of any of the clauses of this Agreement <br />shalt be tictennuned and governed by the laws of the State of Cali forma. Both parties tiuther <br />#8503v5 <br />