Common use of Conclusiveness Clause in Contracts

Conclusiveness. 59.1. The Union and the County agree that during the negotiations which resulted in this Memorandum of Understanding, each had an unlimited right and opportunity to make demands and proposals with respect to any subject or matter within the scope of representation; therefore, during the term of this Agreement, the County and the Union shall not be obligated to meet and confer on any matter within the scope of representation whether or not specifically referred to in this Memorandum of Understanding; whether or not the matter was within the knowledge or contemplation of either party at the time of negotiations; or whether or not the matters were proposed and later withdrawn during negotiations, because this Agreement sets forth the entire understanding of the parties. Except as herein provided, any and all prior or existing Memoranda of Understanding are hereby superseded. 59.2. In the event of a conflict between a specific provision of this Agreement and a written rule, regulation or ordinance of the County of Humboldt or any of its divisions, the terms of this Agreement shall prevail and such conflict shall be resolved in favor of the specific provisions of this Memorandum of Understanding, unless otherwise mutually agreed by the parties.