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To the extent applicable, Contractor shall comply with all requirements of the California Labor <br />Code, including but not limited to, Labor Code sections: 1773.2 (regarding posting wage <br />determinations at each job site); section 1776 (regarding the certification, maintenance, and <br />availability for inspection of payroll records); section 1777.5 (regarding employment of <br />apprentices); section 1810 (regarding a legal day’s work as 8 hours of labor); and section 1775 <br />(regarding penalties for violations). The Contractor shall forfeit fifty dollars ($50.00) for each <br />calendar day or portion thereof for each worker paid less than the stipulated prevailing rates for <br />any public work done under the Agreement by it or by any subcontractor under Contractor. <br />9.Notices.All notices, demands, requests or approvals to be given under this Agreement shall be <br />given in writing and conclusively shall be deemed served when delivered personally or on the <br />second business day after the deposit thereof in the United States Mail, postage prepaid, registered <br />or certified, addressed as hereinafter provided. <br />To Contractor: Shape Incorporated To City: City Manager <br />3825 Hopyard Rd. Ste. 195 City of Pleasanton <br />Pleasanton, CA 94588 P.O. Box 520 <br />Pleasanton, CA 94566 <br />10.Conflict of Interest.In accepting this Agreement, Contractor covenants that it presently has no <br />interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would <br />conflict in any manner or degree with the performance of this Agreement. Contractor further <br />covenants that, in the performance of this Agreement, it will not employ any person having such <br />an interest. Contractor certifies that no City officer, employee, or authorized representative has <br />any financial interest in the business of Contractor and that no person associated with Contractor <br />has any interest, direct or indirect, which could conflict with the faithful performance of this <br />Agreement. Contractor agrees to advise City if any conflicts arise. <br />11.Miscellaneous Provisions. <br />a. City may terminate this Agreement at any time by mailing a notice to Contractor. Contractor <br />shall be paid for that portion of work or services already completed by Contractor as approved <br />by City. <br />b. Contractor acknowledges that time is of the essence regarding the performance of this <br />Agreement. <br />c. Contractor shall not assign or transfer this Agreement. <br />d. If either City or Contractor waives a breach of this Agreement, such waiver shall not constitute <br />a waiver of other or succeeding breaches of this Agreement. <br />e. This Agreement constitutes the entire understanding of the parties. <br />f. This Agreement may only be modified by a writing signed by the authorized representative of <br />both parties. <br />g. Contractor covenants that it has obtained and will keep in effect during the term of the <br />Agreement all certificates, licenses, including a City Business License, permits or the like <br />Docusign Envelope ID: 37D17127-5E72-4842-85C8-D4F217C8EA37