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Consultant covenants that it presently has no interests and shall not have interests, direct
<br /> or indirect, which would conflict in any manner with performance of services specified
<br /> under this Agreement.
<br /> 13. NON-DISCRIMINATION
<br /> Consultant shall not discriminate because of race,color,creed,religion, sex,marital status,
<br /> sexual orientation,gender identity, gender expression, gender,medical conditions, genetic
<br /> information, or military and veteran status, age, national origin, ancestry, or disability, as
<br /> defined and prohibited by applicable law, in the recruitment, selection,teaching, training,
<br /> utilization, promotion, termination or other employment related activities or any services
<br /> provided under this Agreement. Consultant affirms that it is an equal opportunity employer
<br /> and shall comply with all applicable federal, state and local laws and regulations.
<br /> 14. EXCLUSIVITY AND AMENDMENT
<br /> This Agreement represents the complete and exclusive statement between the City and
<br /> Contractor, and supersedes any and all other agreements, oral or written, between the
<br /> parties. In the event of a conflict between the terms of this Agreement and any attachments
<br /> hereto, the terms of this Agreement shall prevail. This Agreement may not be modified
<br /> except by written instrument signed by the City and by an authorized representative of
<br /> Contractor. 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,
<br /> shall not bind or obligate Consultant or the City. Each party to this Agreement
<br /> acknowledges that no representations, inducements, promises or agreements, orally or
<br /> otherwise,have been made by any party, or anyone acting on behalf of any party,which is
<br /> not embodied herein.
<br /> 15. ASSIGNMENT
<br /> Inasmuch as this Agreement is intended to secure the specialized services of Contractor,
<br /> Consultant may not assign, transfer, delegate, or subcontract any interest herein without
<br /> the prior written consent of the City and any such assignment, transfer, delegation or
<br /> subcontract without the City's prior written consent shall be considered null and void.
<br /> Nothing in this Agreement shall be construed to limit the City's ability to have any of the
<br /> services which are the subject to this Agreement performed by City personnel or by other
<br /> Contractors retained by City.
<br /> 16. TERMINATION
<br /> This Agreement may be terminated by the City upon thirty (30) days written notice of
<br /> termination. In such event, Consultant shall be entitled to receive and the City shall pay
<br /> Consultant compensation for all services perfonned by Consultant prior to receipt of such
<br /> notice of termination, subject to the following conditions:
<br /> Page 7 of 10
<br /> City of Santa Ana RFP 23-182
<br /> Page A2 -7
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