Washington State Library 2/29/2024

OSOS No. I-8051 applicable federal laws, including the LSTA and its implemen�ng regula�ons (45 CFR Part 1183), and Sec�on 254 of the Telecommunica�ons Act of 1996 and its accompanying regula�ons for the E-rate program. The venue of any ac�on brought hereunder shall be in the Superior Court for Thurston County. 21. ORDER OF PRECEDENCE. In the event of an inconsistency in the terms of this Agreement, or between its terms and any applicable statute, regula�on or rule, the inconsistency shall be resolved by giving precedence in the following order: • Applicable federal and Washington state statutes and regula�ons • The terms and condi�ons of this Agreement, including Atachment A – Library’s Service & Annual Share of Costs • All other provisions, terms, or material incorporated by reference into this Agreement 22. ASSIGNMENT. This Agreement, the rights and obliga�ons of Library, and any claim(s) of Library arising hereunder, are not assignable or delegable by Library in whole or in part, without the express prior writen consent of WSL, which consent shall not be unreasonably withheld. 23. WAIVER . A failure by either Party to exercise its rights under this Agreement shall not preclude that Party from subsequent exercise of such rights and shall not cons�tute a waiver of any other rights under this Agreement, unless stated to be such in a wri�ng signed by an authorized representa�ve of the Party and atached to this Agreement. 24. SEVERABILITY. If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision, if such remainder conforms to the requirements of applicable law and the fundamental purpose of this Agreement, and to this end the provisions of this Agreement are declared to be severable. 25. ENTIRE AGREEMENT. This Agreement contains all of the terms and condi�ons agreed upon by the Par�es. No other understandings, oral or otherwise, regarding the subject mater of this Agreement shall be deemed to exist or to bind the Par�es hereto. 26. BINDING AGREEMENT. Upon execu�on of this Agreement by the Par�es, this Agreement will cons�tute the valid and legally binding obliga�ons of Library and WSL, enforceable in accordance with its terms. IN WITNESS WHEREOF, the Par�es have executed this Agreement as of the dates set forth opposite the signatures of their duly authorized representa�ves below, to be effec�ve as of the date of the last signature below (the “Effec�ve Date”). Page 13 of 29 DocuSign Envelope ID: E4A042D9-7CE3-4C89-804C-071076400140