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Agreement for Ambulance Transport Billing Services Page 5 of 7 <br /> City of Everett Fire Department <br /> 10 <br /> Attn: Deputy Chief Jack Robinson <br /> 2811 Oakes Ave. <br /> Everett, WA 98201 <br /> 2. Notices to Systems Design shall be sent to the following address: <br /> Systems Design Northwest, Inc. <br /> P.O. Box 3510 <br /> Silverdale, WA 98383 <br /> B. Construction <br /> Each party acknowledges that it has read this Agreement, understands it and agrees to be bound by its terms. <br /> Each party acknowledges that the Agreement should not be strictly construed against one party or the other, but <br /> interpreted reasonably and fairly so as to give effect to the manifest intentions of the parties. <br /> C. Ownership of Data <br /> Systems Design acknowledges that all data and records received by it relating to this Agreement are, or become, <br /> property of the City. <br /> D. Modification <br /> This Agreement may not be modified except by a written instrument duly executed by the parties hereto. The <br /> City may, from time to time, require changes in the scope of this Agreement. Such changes, including any <br /> increase or decrease in the amount of Systems Design's compensation, or services, shall: (a) be made only in <br /> writing and signed by an authorized City representative, (b)be explicitly identified as a change to this <br /> Agreement and (c)become a part of this Agreement. <br /> E. Force Majeure <br /> Each party shall be excused from delays in performing or from its failure to perform hereunder to the extent that <br /> such delays or failures result from causes beyond the reasonable control of such party; provided that, in order to <br /> be excused from delay or failure to perform, such party must act diligently to remedy the cause or effect of such <br /> delay or failure to the extent the party is able. In the event of such delays, the timetables shall be extended by as <br /> many calendar days as the delay caused by forces outside the reasonable control of the parties. <br /> F. Required Approvals <br /> Where agreement, approval, acceptance, or consent by either party is required by any provision of this <br /> Agreement, such action shall not be unreasonably delayed or withheld. <br /> G. Applicable Law and Choice of Forum <br /> This Agreement and the parties' obligations hereunder shall be governed, construed, and enforced in accordance <br /> with the laws of the State of Washington. The parties agree that Snohomish County, in the State of Washington, <br /> shall be the proper forum for any action. <br /> H Severability 6 5 <br /> http://mail.systemsdesignnw.com/view.php?Horde=c87c3 5b021 a04ee6a615 aad99c4c0d8f&thi smai... 3/7/2005 <br />