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City of Everett 15 Street Medicine Team Pilot Program <br />Subcontract of HCA Contract #K7759 <br />4.5 ASSIGNMENT <br />4.5.1 Conquer may not assign or transfer all or any portion of this Contract or any of its <br />rights hereunder, or delegate any of its duties hereunder, except delegations as <br />set forth in Section 4.35,Subcontracting, without the prior written consent of the <br />City. Any permitted assignment will not operate to relieve Conquer of any of its <br />duties and obligations hereunder, nor will such assignment affect any remedies <br />available to the City that may arise from any breach of the provisions of this <br />Contract or warranties made herein, including but not limited to, rights of setoff. <br />Any attempted assignment, transfer or delegation in contravention of this <br />Subsection 4.5.1 of the Contract will be null and void. <br />4.5.2 This Contract will inure to the benefit of and be binding on the parties hereto and <br />their permitted successors and assigns. <br />4.6 FEES <br />In the event of litigation or other action brought to enforce the terms of this Contract, each <br />4.7 CHANGE IN STATUS <br />In the event of any substantive change in its legal status, organizational structure, or fiscal <br />reporting responsibility, Conquer will notify the City of the change. Conquer must provide <br />notice as soon as practicable, but no later than thirty (30) calendar days after such a <br />change takes effect. <br />4.8 CONFLICT OF INTEREST <br />Conquer represents and warrants that it has not undertaken and will not undertake any <br />work with third parties that will conflict with the work Conquer Is performing for the City <br />under this Contract. In case of doubt, before commencing such activities, Conquer shall <br />review areas of possible conflict with the City and obtain approval prior to <br />commencing such activities. <br />4.9 CONFORMANCE <br />If any provision of this Contract is in conflict with or violates any statute or rule of law of <br />the state of Washington, it is considered modified to conform to that statute or rule of law.