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professional judgment of EPD officers only to the extent they are grossly negligent. <br /> 7. Independent Contractor. The parties do not intend to create an employer-employee <br /> relationship by this Agreement. <br /> 8. Audits and Inspections. At any time during normal business hours and as often as the <br /> City may deem necessary, Spectra shall make available to the City for the City's <br /> examination all of Spectra's records and documents with respect to all matters covered by <br /> this Agreement. Furthermore, Spectra will permit the City to audit, examine and make copies, <br /> excerpts or transcripts from such records, and to make audits of all contracts, invoices, <br /> materials, payrolls, records and other data relating to all matters covered by this Agreement. <br /> 9. Compliance with Federal, State and Local Laws. Both parties shall comply with all <br /> applicable federal, state and local laws, regulations, and ordinances. <br /> 10. Waiver. Any waiver by Spectra or the City or the breach of any provision of this <br /> Agreement by the other party will not operate, or be construed, as a waiver of any subsequent <br /> breach by either party. <br /> 11. Complete Agreement; modification. This Agreement is the entire Agreement between <br /> the parties and supersedes any other understanding or Agreement whether oral or written. It <br /> may be modified only by written amendment executed by both parties in the same manner as this <br /> Agreement. <br /> 12. Equipment and Office. The City will provide the officers who work security at the <br /> Events Center with full City of Everett Police uniform and all other police equipment. <br /> Spectra will supply Everett Police Officers who are working security at the Events Center with <br /> a fully functional portable Events Center security radio or provide the City with the correct <br /> information which will enable installation of security radio frequencies on any vacant Police <br /> radio frequency. Spectra will provide an office for Police security that can be secured by lock <br /> and a locking desk. This office may be shared with Fire personnel. <br /> 13. Notices. <br /> A. Notices to the City shall be sent to the following address : <br /> City of Everett <br /> Attn: Police Chief <br /> 3002 Wetmore Avenue <br /> Everett, WA 98201 <br /> B. Notices to Spectra shall be sent to the following address: <br /> Global Spectrum <br /> Attn: General Manager, Angel of the Winds Arena <br /> 2000 Hewitt Avenue, Suite 200 <br /> Everett, WA 98201 <br /> 3 <br />