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14, EXCLUSIVITY AND AMENDMEN'r
<br />This Agrccnnent represents the cc)mpl, to,incl exc:lusivQ statement betwveen the City and Consultant
<br />regardiag tlaa: subjw m alga° therein, aancl supersedes any and all Otheragreements, orlt or vwdtten, between
<br />ilii; p7 irties. In the event ofa Qeititltct belwecn the terms, of this Agreement and any attachrunts hereto, tlic
<br />terms of dais Agreeffiellt .311,11[ l)rcvail. This Agreement may not be anudifiect exccpt by wrmitton instniment
<br />signed by tho City and by an mithoriaed representative of Consultant. The: paardes agree that any terms or
<br />conditions of any purchase order of other instrurltent thst are inconsistent with, or in addition to, tht�, terms
<br />and coedit ons hereoC shalt not bi-nd or obligate Consultant or the City. Each party to this Abreenaent
<br />acknowleck,cs that no rei�resentztiorts, inal�acemet�t , promises or agreements, orally or otherwise, have boen
<br />made by any party, or anyone acting on bchalf of any party, which sire not embodied herein,
<br />l ASSIGNMENT
<br />Inasmuch as this Agreement is intended t.a se Lre tke speciatized services of Consultaaait,
<br />Cons>.altant may not assign, transfer, delegate, or subcontract any interest herein witltoaat the; prior vvrittem.
<br />consent of the City and any smch assignmunt, transfer, deieg ation or subcontract without the City's prior
<br />written consent shalt be considered, lull and void. Nottiing in this Agreement shall be constr=1 to limit the
<br />Ci.ty's ability to have any of the services which are the subject to this Age e vent pe rfora-aed by City
<br />personnel. or by otter consultants retained by City.
<br />1.6, WAIVER
<br />No waiver of brteuch, failure of any condition, or tiny right or rs nnedy eontaai.ned in or granted by
<br />the provisions of thl:3 Agrce-mcrat shalt be efiec:tiv�e- uraiess it is i a writing and signed by the party waiving
<br />the breach, failure, right, or re reedy, No waiver ofany breach, failure, riSht, or ,remedy shall be deemed a
<br />waiver of any atlacr breach, Pai[ui`c, right, or re;tmedy, whcthcr or n«t siraailaar, nor shall arty wai ver constitute
<br />a cottti.raumg waivt unless tl e writing; so �p06fies.
<br />17, TERMINATION
<br />This Agreement may be terminated by the City upon thirty (30) days written notice of"termin4ation..
<br />l:ra such event, Consultant shall be entitled to receive and the; City shall pay Consultant con-ipensation 15or
<br />aatl services performed by Consultant prier to receipt o'such notice ofte-rl-ninatioat, subject to the foilowing
<br />conditions:
<br />aa. As a condition of Such paYin-ent, City may require Consultant to deliver to the City all. wvoa'-k
<br />product completed as of such elate, aazd in such casQ such work product shall be the; properly
<br />Of the City ,male., prohibited by law, and Consultant con;rnts to the City`s use thereoFfor
<br />saach ptarposes as the City deems appropriate,
<br />K Payment need not bmade for work ttttat fails to meet the standard of perroraz-aance
<br />specified ill the 1�ecitatls of this Agreement.
<br />I& COMPLIANCE NVITH APPLICABLE LAM6 AND REGULATIONS
<br />Contractor shall perform all requirennents und-ar this contract ill strict oluerv;;ance of and in
<br />compliance with all applicable la-ws, rcgulations, ordinances, codes, and any other legislaatiw°e; or statutory
<br />rLci ui rei'€rt�,�� ts..
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