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<br /> <br />Agreement. All trademark licenses granted under this section are non-transferable and Organization <br />shall not create any new use of the AARP trademark upon expiration or termination of this Agreement. <br /> <br />15. Warranties. Each party hereby represents and warrants that: (a) it has full power and authority to enter <br />into this Agreement and perform its obligations hereunder; (b) it is duly organized, validly existing, <br />and in good standing under the laws of the jurisdiction of its origi n; (c) it has not entered into, and <br />during the Term will not enter into, any agreement that would prevent it from complying with this <br />Agreement; (d) it will comply with all applicable laws and regulations in its performance of this <br />Agreement; and (e) the content, media and other materials used or provided as part of the Agreement <br />will comply with all applicable laws and regulations and will not contain any matter which is <br />defamatory, unlawful, or which in any way infringes, invades, or violates any right of any person or <br />entity, including privacy, publicity, copyright, and trademark. If necessary, Organization shall enter <br />into written agreements and obtain written releases from third parties in order to ensure that any <br />materials produced by the Organization hereunder can be used by AARP as contemplated herein. <br /> <br /> <br />16. Additional Terms. Organization shall not assign or otherwise transfer the Agreement, including by <br />change of control, to any party without the prior written consent of AARP. This Agreement represents <br />the entire agreement between the parties and replaces any prior agreement or proposed variation. <br />Should there be any conflict between any forms or documents exchanged by the parties, the terms and <br />conditions of this Agreement shall govern. This Agreement shall be amended only by mutual written <br />agreement executed by all parties or their respective designees. The parties agree that this Agreement <br />will be governed by the Laws of the District of Columbia without regard to District of Columbia conflict <br />of laws statutes/rules. If any portion of this Agreement shall be declared illegal, void or otherwise <br />unenforceable, the remaining provisions will not be affected, but will remain in full force and effect. <br /> <br />17. Notice. For purposes of this Agreement, the following individuals shall serve as points of contact, <br />including delivery of reports, for both AARP and the Organization: <br /> <br /> <br />AARP City of Everett <br />Mike Watson <br />Director, Livable Communities <br />601 E Street NW <br />Washington, DC 20049 <br /> Kimberly Moore <br />Asst. Parks Director <br />802 E. Mukilteo Blvd. <br />Everett, Washington 98203 <br /> <br /> <br /> <br /> <br /> <br />