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schedule, or the contents or description of any task, deliverable, goods, service, or other <br />work, or otherwise, between and the body of this Agreement and the Exhibits thereto, <br />such conflict or inconsistency shall be resolved by giving precedence to the documents <br />according to the following priority: <br /> <br /> 1. The body of this Agreement <br /> 2. Exhibit 1 - Statement of Work <br /> 3. Exhibit 2 - Compensation and Payment Provisions <br /> <br />30,0 CHANGES AND AMENDMENTS OF TERMS <br /> <br />City reserves the right to negotiate changes any portion of the work required under this <br />Agreement or to amend such other terms and conditions which may become necessary. <br />Likewise, Contractor may propose such changes. <br /> <br />For any revision which affects the scope of work, period of performance, payments, or <br />any term and condition included in this Agreement, a negotiated modification to <br />incorporate an equitable adjustment to this Agreement shall be executed by the <br />authorized officials of both parties. Until such modification or other direction is approved <br />in writing, Contractor shall not be required to perform such changed effort. <br /> <br />31.0 ENTIRE AGREEMENT <br /> <br />This Agreement supersedes any and all other agreements, either oral or written, <br />between the parties, and contains all of the covenants and agreements between the <br />parties. Each party to this Agreement acknowledges that no representations, <br />inducements, promises, or agreements, oral or otherwise, have been made by any <br />party, or anyone acting on behalf of any party, which are not embodied herein. Any <br />agreement, statement, or promise not contained in the Agreement and any modification <br />to the Agreement will be effective only if signed by both parties. <br /> <br />32.0 EXECUTION <br /> <br />This Agreement may be executed in several counterparts, each of which shall <br />constitute one and the same instrument and shall become binding upon the parties <br />when at least one copy hereof shall have been signed by both parties hereto. In <br />approving this Agreement, it shall not be necessary to produce or account for more <br />than one such counterpart. <br /> <br />33.0 AUTHORITY TO ENTER INTO AGREEMENT <br /> <br />Contractor has all requisite power and authority to conduct its business and to execute, <br />deliver, and perform this Agreement. Each party warrants that the individuals who have <br />signed this Agreement has the legal power, right, and authority to make this Agreement <br />and to bind each respective party. <br /> <br /> 14 <br /> <br /> <br />