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Page 5 <br />hereby created. <br />10.3. Neither party shall be liable for any failure or delay in the performance of its <br />obligations due to causes beyond the reasonable control of the party affected, including but not <br />limited to war, sabotage, insurrection, riot or other act of civil disobedience, strikes or other labor <br />shortages, act of any government affecting the terms hereof, accident, fire, explosion, flood, <br />hurricane, severe weather or other act of God. Each party shall promptly notify the other party in <br />the case of an event arising under this Section. <br />10.4. This Agreement constitutes the entire understanding of the parties with respect to <br />its subject matter and supersedes all prior or contemporaneous written and oral agreements with <br />respect to its subject matter. Except as provided expressly herein, this Agreement shall not be <br />modified, amended, or in any way altered except in a written amendment executed by both of the <br />parties. No waiver of any provision of this Agreement, or of any rights or obligations of any party <br />hereunder, will be effective unless in writing and signed by the party waiving compliance. <br />10.5. Headings used in this Agreement are for convenience of reference only and shall <br />not be deemed a part of this Agreement. <br />10.6. Neither party may assign this Agreement or any right hereunder without the prior <br />written consent of the other party; provided however that Farragut may assign this Agreement to <br />the acquirer of all or substantially all of its business, so long as such acquirer agrees in writing to <br />be bound by the terms of this Agreement and notice is provided to County within ten (10) days of <br />such transfer of any new entity, address and/or contact(s). Any attempted assignment not <br />authorized herein shall be null and void. <br />10.7. All notices required or permitted hereunder shall be in writing, delivered personally; <br />by certified or registered mail, or by overnight delivery by an established national delivery service <br />at the respective addresses first set forth above. Notices to Farragut shall be sent to the attention <br />of Vice President of Local Gov Solutions or to such other person designated by Farragut in a written <br />notice to County. Notices to County shall be sent to the attention of _____________________ or <br />to such other person designated by County in a written notice to Farragut. All notices shall be <br />deemed effective upon personal delivery or when received if sent by certified or registered mail or <br />by overnight delivery. <br />IN WITNESS THEREOF, the parties have caused this Agreement to be signed and delivered by <br />its duly authorized officer or representative. <br />ORANGE COUNTY FARRAGUT SYSTEMS, INC. <br />By: _______________________________ By: _______________________________ <br />Name: _____________________________ Name: Sanjay Chouhan <br />Title: ______________________________ Title: Vice President, Engineering <br />Date: ______________________________ Date: ______________________________ <br />DocuSign Envelope ID: 7DCC2B8A-E44C-4172-BF52-8A8B6D647BED