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<br />General Conditions - 9 <br /> <br />All invoices must list the Purchase Order number and are to be submitted to: <br />City of Everett-Accounts Payable <br />PO Box 12130, <br />Everett WA 98201 <br />or email to: accountspayable@everettwa.gov <br />1.19 MISCELLANEOUS <br />Any waiver by the City or the breach of any provision of this Contract by the Contractor will not operate <br />or be construed as a waiver of any subsequent breach by the Contractor or prevent the City from <br />enforcing any such provisions thereafter. <br />This Contract may not be assigned by the Contractor without the written consent of the City, which <br />consent may be withheld in the City’s sole discretion. <br />This Contract contains the complete and integrated understanding and Contract between the parties <br />and supersedes any understanding, agreement, or negotiation, whether oral or written, not set forth <br />herein. <br />Unless otherwise directed in writing by the City’s Project Manager, notices to the City must be in writing <br />and shall be delivered to the City’s Project Manager by registered or certified mail, postage prepaid, or <br />delivered by hand. Notices to the Contractor may be delivered to the Contractor by mail or email to the <br />address for Contractor on Form 3.01 or to any other address reasonably calculated to give the <br />Contractor notice. <br />This Contract may only be modified by a written change order executed in accordance with the <br />Contract. <br />If any part of this Contract is found to be in conflict with applicable laws, such part shall be inoperative, <br />null, and void, insofar as it is in conflict with said laws, and the remainder of the Contract shall remain in <br />full force and effect. <br />Exclusive venue for any lawsuit arising out of this Contract shall be in the Superior Court of Snohomish <br />County, Washington. The laws of the State of Washington, without giving effect to principles of conflict <br />of laws, govern all matters arising out of or relating to this Contract. <br />The Contractor shall be in compliance at all times with all governmental laws, regulations, requirements, <br />and orders relating to COVID-19 applicable to the Project, including without limitation OSHA, L&I, or <br />other safety rules relating to COVID-19 and COVID-19 gubernatorial proclamations and orders. These <br />laws, regulations, requirements, and orders are referred to as “COVID-19 Requirements.” The Contract <br />Price includes all costs necessary for the duration of the Project for compliance with COVID-19 <br />Requirements. The Contract Price takes into account that COVID-19 Requirements may create direct and <br />indirect costs, including inefficiency and delay. Contractor shall have no entitlement to an adjustment <br />or other increase to the Contract Price for any direct or indirect costs (including without limitation delay, <br />cumulative impact, inefficiency, or ripple costs) incurred by the Contractor to comply with COVID-19 <br />Requirements.