10010 23RD AVE W 2018-01-02 MF Import

notifying the other party in writing of thc change of address. Notice shall be deemed delivered immediately, if dclivered in person, or�:ithin two days if sent by any other means set forth in this Section 2.6. 2.6.2. if to Bank Sponsor: Habitat Bank, LLC 15600 NE 173`� St. Woodinville, WA 98072 2.6.3. If to Buyer: As provided ia Section 2.2.2 above. 2.7. Miscellaneous 2.7.1. Etiective date. The effective date of thi�Agreement sha11 be the earliest date by �vhich both Bank Sponsor and Buyer have executed this Agrecment. 2.7.2. Assignment. Buyer's rights under this Agreement shall not be assigned or apportioned, cither voluntarily or by operation of law, without the prior written consent of Bank Sponsor, which shall be in Bank Sponsor's reasonable discretion. Subject to the foregoing limitation, this Ageement shall inure to the benefit of and be binding upon the Parties' respective successors and assigns. 2.7.3. Entire Agreement. This Ageement constitutes the entire agreement and understanding between the Parties with respect to the purchase and sale of the Project Mitigation Credits, and supersedes and replaces any prior ageements and understandings, whether oral or written, between them with respect to said matters. 2.7.4. Confidentiality. 2.7.4.1. The Parties a��ree that this Agreement (including any draRs hereo� a�d the provisions herein shall not be recorded, shall be kept confideotial, and shall be shared with third parlics only ro the extent expressly provided for herein or as may be compelled by a court with jurisdiction over the Varties and this Agreement. Buyer further acknowledges and agrecs that the pricing of the Mitigation Credits is material to Bank Sponsor's operation of the SBMB, any sharing by Buyer contrary to this Section 2.'7.4 shall harm Bank Sponsor's cconomic interests, and any such sharing shall be a breach of this Agreement. T'I�e provisions of this Section 2.7.4 shall survive termination of this Agreement and the Closing. 2.7.4.2. The existence of this Ageement and the number of Project Mitigation Credits may be disclosed to the perntitting agency(ies) described in Section 2.2.2 above and the Permitting Authorities. The term "third parties" as used in this Section 2.7.4 shall not be interpreted to include the Parties' respective accountants and lawyers. The Bill of Sale and the notice described in Section 2.5.43 above shall not be govemed by this Section 2.7.M1. 2.7.5. Time. Time is of the esscnce of this Agreement. a/7 ✓uiy zo, zoo�