CentralSquare Technologies LLC 1/17/2020

Before any work is initiated and before any invoices are paid for work performed under this Contract, the CONTRACTOR shall provide written proof of compliance with the above insurance requirements by delivering to: City of Everett Purchasing Manager 3200 Cedar Street Everett, WA 98201 a copy of a certificate or certificates of insurance completed by its insurance carrier or agent certifying that minimum insurance coverages as required above are in effect and that the coverage will not be canceled or changed until thirty (30) days after written notice is given to the CUSTOMER. The CONTRACTOR shall maintain, update, and renew the Certificate(s) for the term of this Contract. 23.Assignment. This Contract shall not be assigned to any third party without prior written consent, which may be withheld in the sole and absolute discretion of either party. A change in ownership of the CONTRACTOR or a purchase of the majority of assets or stock of the CONTRACTOR by another company shall not be considered an assignment of this Contract. 24.Attorney's Fees. Should the parties or either of them employ an attorney to enforce by litigation in a court of competent jurisdiction, any of the contract provisions because of a disputed matter arising under this Contract, to assert damages for the breach of the Contract, or in order to obtain injunctive relief, then the prevailing party shall be entitled to recover reasonable attorney's fees, costs, charges, and any expenses expended or incurred. 25.Notices. Wherever under this Contract one party is required or permitted to give notice to the other, such notice shall be deemed given when delivered in hand or when mailed, by United States mail, certified, return receipt requested, postage prepaid, and addressed as follows: In the case of the CONTRACTOR: CentralSquare Technologies 1000 Business Center Drive Lake Mary, Florida 32746 Attention: Legal Department Page 8 of 27 False Alarm Management Services Contract Agreement