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I.Assignment. EGM may not assign this Agreement or any Loan Document without <br />the prior written consent of the City, with may be withheld at the City's sole <br />discretion. <br />J.Modification of Agreement. This Agreement may only be modified by a writing <br />explicitly identified as a modification or amendment of this Agreement that is <br />signed by authorized representatives of the City and EGM. <br />K.Severability. If any part of this Agreement is found to be in conflict with applicable <br />laws, such part shall be inoperative, null and void, insofar as it is in conflict with said <br />laws, and the remainder of the Agreement shall remain in full force and effect. <br />L.Notices. Notices to the City shall be sent to the address on the signature page. <br />Notices to EGM shall be sent to its address on the signature page. <br />M.Venue. Venue for any lawsuit arising out of this Agreement shall be in the Superior <br />Court of Snohomish County, Washington. <br />N.Governing Law. The laws of the State of Washington, without giving effect to <br />principles of conflict of laws, govern all matters arising out of or relating to this <br />Agreement. <br />0.Federal Debarment. EGM shall immediately notify the City of any suspension or <br />debarment or other action that excludes EGM or any EGM subcontractor from <br />participation in Federal contracting. EGM shall verify all subcontractors that are <br />intended and/or used by EGM for performance of Work are in good standing and <br />are not debarred, suspended or otherwise ineligible by the Federal Government. <br />Debarment shall be verified at https://www.epls.gov/epls/search.do. EGM shall <br />keep proof of such verification within EGM records. <br />P.Signature/Counterparts. This Agreement and any amendment thereto may be <br />signed in counterparts, each of which shall be deemed an original, and all of which, <br />taken together, shall be deemed one and the same document. AdobeSign <br />signatures are fully binding. Any ink, electronic, faxed, scanned, photocopied, or <br />similarly reproduced signature on this Agreement or any amendment hereto will <br />be deemed an original signature and will be fully enforceable as an original <br />signature. <br />[signatures on following page(s)] <br />12