2015/11/10 Council Agenda Packet

• 12.ATTACHMENTS 1 2 Attachment A,"Statement of Work", is incorporated and made a part of this Agreement for all purposes. 13.USE OF HUMAN SUBJECTS(not applicable) 14.GENERAL 14.1 This Agreement may not be assigned by either party without the prior written consent of the other party; provided, however, that subject to the approval of University, which May not be unreasonably withheld, Sponsor may assign this Agreement to any purchaser or transferee of all or substantially all of Sponsor's assets or stock upon prior written notice to University; provided, however, that such assignee shall have expressly assumed all of the obligations and liabilities of Sponsor under this Agreement,and provided,further that,University may assign its right to receive payments hereunder. 14.2 This Agreement constitutes the entire and only agreement between the parties relating to the Research Program, and all prior negotiations, representations, agreements and understandings are superseded hereby. No agreements altering or supplementing the terms hereof may be made except by means of a written document signed by the duly authorized representatives of the parties. Terms and conditions which may be set forth(front, reverse, attached or incorporated) in any purchase order issued by Sponsor in connection with this Agreement shall not apply, except for informational billing purposes; i.e., reference to purchase order number, address for submission of invoices, or other invoicing items of a similar informational nature: 14.3 Any notice required by this Agreement by Articles 8, 9 or 11 shall be given prepaid, first class, certified mail,return receipt requested,addressed in the case of University to: Office of the Vice President for Research P.O. Box 7996 Peter Flavin Academic Center(FAC) Building, Suite 426 Austin, TX 78712-1111 Telephone: 512-471-2877 Fax: 512-471-2827 or in the case of the Sponsor to: Everett Transit 3225 Cedar Street Everett,WA 98201 8 67