Caliber Security Partners LLC 3/18/2022

all applicable federal, state, or local law or ordinance regarding non-discrimination. 21. Waiver. Any waiver by the Service Provider or the City or the breach of any provision of this Agreement by the other party will not operate, or be construed, as a waiver of any subsequent breach by either party or prevent either party from thereafter enforcing any such provisions. 22. Complete Agreement. This Agreement contains the complete and integrated understanding and Agreement between the parties and supersedes any understanding, Agreement or negotiation whether oral or written not set forth herein. 23. Modification of Agreement. This Agreement may be modified as provided in¶8, or by a writing explicitly identified as a modification of this Agreement that is signed by authorized representatives of the City and the Service Provider. 24. Severability. If any part of this Agreement is found to be in conflict with applicable laws, such part shall be inoperative, null and void, insofar as it is in conflict with said laws, and the remainder of the Agreement shall remain in full force and effect. 25. Notices. A. Notices to the City of Everett shall be sent to the following address: City of Everett Attn.: IT Director 2930 Wetmore Avenue Suite 6A Everett,WA 98201 B. Notices to the Service Provider shall be sent to the following address: Caliber Security Partners LLC 2920 Colby Avenue, Suite 101 Everett, WA 98201 26. Venue. Venue for any lawsuit arising out of this Agreement shall be in the Superior Court of Snohomish County,Washington. 27. Governing Law. The laws of the State of Washington, without giving effect to principles of conflict of laws, govern all matters arising out of or relating to this Agreement. 28. City Marks. The Service Provider will not use any trade name, trademark, service mark, or logo of the City (or any name, mark, or logo confusingly similar thereto) in any advertising, promotions, or otherwise, without the City's express prior written consent. 29. No Personal Liability. No officer, agent or employee of the City shall be personally responsible for any liability arising under this Agreement,whether expressed or implied,nor for any statement or representation made or in any connection with this Agreement. Page 9 (Form Approved by City Attorney's Office January 7, 2010, updated November 4, 2020)