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nor any monies due or to become due under it may be assigned by Consultant without the prior consent of City, which shall not be unreasonably withheld. 25. Paragraph Headings. Paragraph headings as used herein are for convenience only and shall not be deemed to be a part of such paragraphs and shall not be construed to change the meaning thereof. 26. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions along with Task Orders issued pursuant to Exhibit A, the Fee Schedule in Exhibit B and the Insurance Requirements in Exhibit C, embody the entire Agreement and understanding between the parties relating to the subject matter of it and shall supersede all prior negotiations, representations, or agreements, either written or oral. In case of conflict, the terms of this Agreement supersede the purchase order and any other attachment or exhibit. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 27. Termination of Existing Amended and Restated Agreement. The Amended and Restated Agreement is hereby terminated as of March 9, 2018. Consultant acknowledges and agrees that no further compensation is owing or will be made under the Amended and Restated Agreement after March 9, 2018. Notwithstanding the foregoing, Consultant acknowledges and agrees that Section 10. Indemnity of the Amended and Restated Agreement survives its termination. 28. Severabilitv. If any one or more of the provisions contained herein is for any reason held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions hereof, and such invalidity, illegality, or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had not been contained herein. 29. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Agreement. ATfY/AGR/2018.022/SHUMS CODA REV: 02-28-18 RL [Signature Page Follows] Page 8 of 19