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sent by mail, communication shall be effective or deemed to have been given three (3)
<br />days after it has been deposited in the United States mail, duly registered or certified,
<br />with postage prepaid, and addressed as set forth above. If sent by telefacsimile,
<br />communication shall be effective or deemed to have been given twenty-four (24) hours
<br />after the time set forth on the transmission report issued by the transmitting facsimile
<br />machine, addressed as set forth above. For purposes of calculating these time frames,
<br />weekends, federal, state, County or City holidays shall be excluded.
<br />12. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City
<br />and Sentry, 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
<br />attachments hereto, the terms of this Agreement shall prevail. This Agreement may not
<br />be modified except by written instrument signed by authorized representatives of the
<br />City, and Sentry. The parties agree that any terms or conditions of any purchase order or
<br />other instrument that are inconsistent with, or in addition to, the terms and conditions
<br />hereof, shall not bind or obligate Sentry nor 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
<br />are not embodied herein.
<br />13. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of
<br />Sentry, Sentry may not assign, transfer, delegate, or subcontract any interest herein
<br />without the prior written consent of the City and any such assignment, transfer,
<br />delegation or subcontract without the City's prior written consent shall be considered null
<br />and void. Nothing in this Agreement shall be construed to limit the City's ability to have
<br />any of the services which are the subject to this Agreement performed by City personnel
<br />or by other Contractors retained by City.
<br />14. TERMINATION
<br />This Agreement may be terminated by the City upon thirty (30) days written notice of
<br />termination. In such event, Sentry shall be entitled to receive and the City shall pay Sentry
<br />compensation for all services performed by Sentry prior to receipt of such notice of
<br />termination.
<br />15. DISCRIMINATION
<br />Contractor shall not discriminate because of race, color, creed, religion, sex,
<br />marital status, sexual orientation, age, national origin, ancestry, or disability, as defined
<br />and prohibited by applicable law, in the recruitment, selection, training, utilization,
<br />promotion, termination or other employment related activities. Contractor affirms that it
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