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To City: City Clerk <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Fax:714-647-6956 <br />Copies to: Parks, Recreation & Community Services Agency <br />City of Santa Ana <br />20 Civic Center Plaza (M-75) <br />P.O. Box 1988 <br />Santa Ana, California 92702-1988 <br />Fax: 714-571-4221 <br />To Sponsor: Northgate Gonzalez Markets, Inc. <br />Attn: Teresa Blanco, Community Wellness Director <br />1201 N. Magnolia Ave. <br />Anaheim, CA 92801 <br />A party may change its address by giving notice in writing to the other party. Thereafter, any <br />communication shall be addressed and transmitted to the new address. If sent by mail, <br />communication shall be effective or deemed to have been given three (3) days after it has been <br />deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addressed asset forth above. If sent by fax, communication shall be effective or deemed to <br />have been given twenty-four (24) hours after the time set forth on the transmission report <br />issued by the transmitting facsimile machine, addressed as set forth above. For purposes of <br />calculating these time frames, weekends, federal, state, County or City holidays shall be <br />excluded. <br />11. EXCLUSIVITY AND AMENDMENT <br />This Agreement represents the complete and exclusive statement between the City and <br />Sponsor regarding the subject matter herein, and supersedes any and all other agreements, oral or <br />written, between the parties. In the event of a conflict between the terms of this Agreement and <br />any attachments hereto, the terms of this Agreement shall prevail, This Agreement may not be <br />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 />bind or obligate Sponsor or the City. Each party to this Agreement acknowledges that no <br />representations, inducements, promises or agreements, orally or otherwise, have been made by <br />any party, or anyone acting on behalf of any party, which are not embodied herein, <br />12. 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 />