Sound Transit 10/19/2020 - Laserfiche WebLink

DocuSign Envelope ID:FCF6800B-OAF1-462A-9F3B-0855DE2AFB01 20 18.2.2 That the execution, delivery and performance of this Agreement by Sound Transit has been duly authorized by all requisite corporate action,that the signatories for Sound Transit hereto are authorized to sign this Agreement. 19 Administration of Agreement. 19.1 This Agreement will be jointly administered by Sound Transit's Designated Representative and the City's Designated Representative. 19.2 Each Party shall be responsible for its own public records and public records requests. 20 Assignment. Neither Party may assign all or any portion of this Agreement without the express written consent of the other Party. This Agreement is made and entered into for the sole protection and benefit of the Parties and their successors and assigns. No other person is intended to have a cause of action based upon any provision of this Agreement. 21 Notices.All notices required under this Agreement must be in writing and addressed to the Designated Representatives.All notices must be either: (i)delivered in person,(ii)deposited postage prepaid in the certified mails of the United States, return receipt requested, (iii) delivered by a nationally recognized overnight or same-day courier service that obtains receipts, or(iv) delivered electronically to the other Party's Designated Representative. However, notice under Section 12,Termination, must be delivered in person or by certified mail, return receipt requested. 22 General Provisions. 22.1 The parties may not unreasonably withhold requests for information,approvals or consents provided for in this Agreement; provided, however,that approvals or consents required to be given by vote of the Sound Transit Board or the Everett City Council are recognized to be legislative actions.The parties will take further actions and execute further documents, either jointly or within their respective powers and authority,to implement the intent of this Agreement.The City and Sound Transit will work cooperatively with each other to achieve the mutually agreeable goals as set forth in this Agreement. 22.2 This Agreement shall be interpreted, construed and enforced in accordance with the laws of the State of Washington. Venue for any action under this Agreement shall be King County,Washington. 22.3 Time is of the essence in every provision of this Agreement. Unless otherwise set forth in this Agreement,the reference to "days"shall mean calendar days.Any reference to "working days" shall exclude any legal holidays and weekend days. If any time for action occurs on a weekend or legal holiday,then the time period shall be extended automatically to the next business day. 22.4 No joint venture or partnership is formed as a result of this Agreement. No employees, agents, or subcontractors of one Party shall be deemed, or represent themselves to be, employees of any other Party. 22.5 Neither Party is relieved by its obligations to comply promptly with any provision of this Agreement by reason of any failure by the other Party to enforce prompt compliance, and 1 GA 0255-19