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General Provisions - 9 <br />24. Modification of Agreement. This Agreement may only be modified as provided in Section 8, or <br />by a writing explicitly identified as a modification or amendment of this Agreement that is signed <br />by authorized representatives of the City and Service Provider. <br />25. Severability. If any part of this Agreement is found to be in conflict with applicable laws, such <br />part shall be inoperative, null and void, insofar as it is in conflict with said laws, and the remainder <br />of the Agreement shall remain in full force and effect. <br />26. Notices. <br />A. Notices to the City shall be sent to the City Project Manager address in the Basic Provisions. <br />B. Notices to Service Provider shall be sent to its address in the Basic Provisions. <br />27. Venue. Venue for any lawsuit arising out of this Agreement shall be in the Superior Court of <br />Snohomish County, Washington. <br />28. Governing Law. 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 Agreement. <br />29. City Marks. Service Provider will not use any trade name, trademark, service mark, or logo of the <br />City (or any name, mark, or logo confusingly similar thereto) in any advertising, promotions, or <br />otherwise, without the City's express prior written consent. <br />30. No Personal Liability. No officer, agent or employee of the City shall be personally responsible <br />for any liability arising under this Agreement, whether expressed or implied, nor for any <br />statement or representation made or in any connection with this Agreement. <br />31. Federal Debarment. Service Provider shall immediately notify the City of any suspension or <br />debarment or other action that excludes Service Provider or any Service Provider subcontractor from <br />participation in Federal contracting. Service Provider shall verify all subcontractors that are intended <br />and/or used by Service Provider for performance of Work are in good standing and are not debarred, <br />suspended or otherwise ineligible by the Federal Government. Debarment shall be verified at <br />https://www.epls.gov/epls/search.do. Service Provider shall keep proof of such verification within <br />Service Provider records. <br />32. Signature/Counterparts. This Agreement and any amendment thereto may be signed in <br />counterparts, each of which shall be deemed an original, and all of which, taken together, shall be <br />deemed one and the same document. AdobeSign signatures are fully binding. Any ink, electronic, <br />faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any <br />amendment hereto of either party will be deemed an original signature and will be fully enforceable <br />as an original signature. <br />33. Standard Document. This General Provisions document is a standard City form document. No <br />changes by Service Provider are authorized to the General Provisions. Notwithstanding anything to <br />the contrary in this Agreement, in the event that Service Provider makes unauthorized changes to <br />the General Provisions, such changes are deemed to have never been made and the contract <br />between the City and Service Provider is deemed to be the unchanged standard City form General <br />Provisions in version stated below, regardless of whether the City signs this Agreement in a form <br />that may contain the unauthorized changes. <br />