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a publicly available source; (c) is in rightful possession of the Attorneys without an obligation of <br /> confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently <br /> developed by the Attorneys without reference to information disclosed by the City. <br /> 11. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no interests <br /> and shall not have interests, direct or indirect,that would conflict in any manner with performance <br /> of services specified under this Agreement. <br /> 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this <br /> Agreement shall be in writing and shall be deemed to be properly given if delivered in person or <br /> mailed by first class or certified mail,postage prepaid,or sent by telefacsimile or other telegraphic <br /> communication in the manner provided in this Section,to the following persons: <br /> To City: City Clerk <br /> City of Santa Ana <br /> 20 Civic Center Plaza(M-30) <br /> P.O. Box 1988 <br /> Santa Ana, California 92702-1988 <br /> Facsimile (714) 647-6956 <br /> Courtesy Copy: City Attorney <br /> City of Santa Ana <br /> 20 Civic Center Plaza(M-29) <br /> P.O.Box 1988 <br /> Santa Ana, California 92702 <br /> Facsimile (714) 647-6515 <br /> To Attorneys: Attention-Saskia Asamura,Esq. <br /> Richards Watson&Gershon APC <br /> 350 South Grand Avenue, 37a'Floor <br /> Los Angeles, California 90071 <br /> Fax (213) 626-0078 <br /> A party may change its address by giving notice in writing to the other party. Thereafter, any <br /> notice,tender, demand,delivery,or other communication shall be addressed and transmitted to the <br /> new address. If sent by mail,communication shall be effective or deemed to have been given three <br /> (3) days after it has been deposited in the United States mail, duly registered or certified, with <br /> postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall <br /> be effective or deemed to have been given twenty-four(24) hours after the time set forth on the <br /> transmission report issued by the transmitting facsimile machine, addressed as set forth above. For <br /> purposes of calculating these time frames, weekends, federal, state, County or City holidays shall <br /> be excluded. <br /> 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and <br /> exclusive statement between the City and Attorneys, and supersedes any and all other agreements, <br /> oral or written,between the Parties. In the event of a conflict between the terms of this Agreement <br /> 6 <br />