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A party may change its address by giving notice in writing to the other party. Thereafter,
<br />any camnnrnicatimu shall be addressed and transmitted to the new address. If sent by mail,
<br />communication shall be effective or deerned to have been given three (3) days alter it has been
<br />deposited in the United States mail, duty registered or certified, with postage prepaid, and
<br />addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to
<br />have been given twenty -four (24) hours after the time set t'arth on [lie transmission report issued
<br />by the transmitting facsimile machine, addressed as set forth above. For purposes ofcaleulating
<br />these time frames, weekends, federal, state, County or City holidays shall be excluded.
<br />11. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City and
<br />Consultant, and supersedes any and all other agreements, oral or written, between the parties. In
<br />the event of a conflict between the terms of this Agreement and any attachments hereto, the
<br />terns of this Agreement shall prevail. This Agreement may not be modified except by written
<br />instrument signed by the City and by an authorized representative of Consultant. The parties
<br />agree that any terms or conditions of any purchase order or other instrument that are inconsistent
<br />with, or in addition to, that terms and conditions hereof, shall not bind or obligate Consultant nor
<br />the City. Each party to this Agreement acknowledges that no representations, inducements,
<br />promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
<br />behalf of any party, which is not embodied herein.
<br />12. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
<br />Consultant 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 />the City's prior written consent shall be considered mall and void. Nothing in this Agreement
<br />shall be construed to limit the City's ability to have any of the services which are the subject to
<br />this Agreement performed by City personnel or by other consultants retained by City.
<br />13. TERIMINATION
<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 performed by Consultant prior to receipt of such notice
<br />of termination, subject to the following conditions: As a condition of such payfoeot, the police
<br />Chief may require Consultant to deliver to the City all work product completed as of such date,
<br />and in such case such work product shall be the property of the City unless prohibited by taw,
<br />and Consultant consents to the City's use thereof for such purposes as the City deems
<br />appropriate.
<br />14. DISCRIMINATION
<br />Consultant shall riot discriminate because of race, color, creed, religion, sex, marital
<br />status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
<br />by applicable law, in the recruitment, selection, training., utilization, promotion, termination or
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