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12. Assignment. The Consultant shall not sublet or assign any of the services covered by this <br />Agreement without the express written consent of the City. <br />13. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation <br />provided for in this Agreement shall not constitute a waiver of any other provision. <br />14. Termination. <br />A. The City reserves the right to terminate this Agreement at any time by giving ten (10) <br />days written notice to the Consultant. <br />B. In the event of the death of a member, partner or officer of the Consultant, or any of its <br />supervisory personnel assigned to the project, the surviving members of the Consultant <br />hereby agree to complete the work under the terms of this Agreement, if requested to <br />do so by the City. This section shall not be a bar to renegotiations of this Agreement <br />between surviving members of the Consultant and the City, if the City so chooses. <br />15. Applicable Law; Venue; Attorney's Fees. This Agreement shall be subject to, and the <br />Consultant shall at all times comply with, all applicable federal, state and local laws, <br />regulations, and rules, including the provisions of the City of Tukwila Municipal Code and <br />ordinances of the City of Tukwila. In the event any suit, arbitration, or other proceeding is <br />instituted to enforce any term of this Agreement, the parties specifically understand and <br />agree that venue shall be properly laid in King County, Washington. The prevailing party in <br />any such action shall be entitled to its attorney's fees and costs of suit. Venue for any action <br />arising from or related to this Agreement shall be exclusively in King County Superior Court. <br />16. Severability and Survival. If any term, condition or provision of this Agreement is declared <br />void or unenforceable or limited in its application or effect, such event shall not affect any <br />other provisions hereof and all other provisions shall remain fully enforceable. The <br />provisions of this Agreement, which by their sense and context are reasonably intended to <br />survive the completion, expiration or cancellation of this Agreement, shall survive termination <br />of this Agreement. <br />17. Notices. Notices to the City of Tukwila shall be sent to the following address: <br />City Clerk <br />City of Tukwila <br />6200 Southcenter Boulevard <br />Tukwila, WA 98188 <br />Notices to Consultant shall be sent to the following address: <br />NOVO Laboratory & Consulting Services, Inc. <br />Attn: Richard Carlson <br />138 SW 154th Street <br />Burien, WA 98166 <br />18. Entire Agreement; Modification. This Agreement, together with attachments or addenda, <br />represents the entire and integrated Agreement between the City and the Consultant and <br />supersedes all prior negotiations, representations, or agreements written or oral. No <br />amendment or modification of this Agreement shall be of any force or effect unless it is in <br />writing and signed by the parties. <br />CGA revised : 1-2013 <br />Page 4 <br />