|
(9)
<br />EXHIBIT 3
<br />contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other
<br />direct or indirect financial benefit or interest in this Agreement.
<br />The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those
<br />awards, to any former full-time employee for one-year from date of employee separation except for any
<br />CaIPERS retiree as authorized by City Council resolution
<br />d. The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect
<br />or hereafter to be enacted during the term of this Agreement. The Consultant warrants that it is not now
<br />aware of any facts which conflict with the prohibitions defined above. If the Consultant hereafter
<br />becomes aware of any facts that might reasonably be expected to create a conflict of interest, it must
<br />immediately make full written disclosure of such facts to the City. Full written disclosure must include,
<br />but is not limited to, identification of all persons implicated and a complete description of all relevant
<br />circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this
<br />Agreement.
<br />Consultant covenants that none of its directors, officers, employees, or agents shall participate in
<br />selecting or administrating any subcontract supported (in whole or in part) by City funds stemming from
<br />the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or
<br />interest to any individual, as defined in subsections (b) and (c) above.
<br />12. NON-DISCRIMINATION
<br />Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and
<br />veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the
<br />recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities
<br />or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall
<br />comply with all applicable federal, state and local laws and regulations.
<br />13. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City and Consultant, and
<br />supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between
<br />the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement
<br />may not be modified except by written instrument signed by the City and by an authorized representative of
<br />Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are
<br />inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City.
<br />Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally
<br />or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein.
<br />14. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may
<br />not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and
<br />any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered
<br />null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services
<br />which are the subject to this Agreement performed by City personnel or by other Consultants retained by City.
<br />15. TERMINATION
<br />This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such
<br />event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services
<br />performed by Consultant prior to receipt of such notice of termination, subject to the following conditions:
<br />a. As a condition of such payment, the Executive Director may require Consultant to deliver to the
<br />City all work product(s) completed as of such date, and in such case such work product shall be
<br />
|