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15. General Terms a. Neither AssetWorks nor CUSTOMER will assignor transfer its interest in this Agreement or any Attachment without the prior written consent of the other party. b. All provisions of this Agreement, which by their nature should survive termination of this Agreement, will so survive. c.. No delay or failure by either party to exercise any right hereunder, or to enforce any provision of this Agreement will be considered a waiver thereof. No single waiver will constitute a continuing or subsequent waiver. To be valid, a waiver must be in writing, but need not be supported by consideration. d.. If any provision of this Agreement is held to be illegal, invalid or unenforceable, in whole or in part, such provision will be modified to the minimum extent necessary to make it legal, valid and enforceable, and the remaining provisions of this Agreement will not be affected. e. This Agreement, including its interpretation and enforcement, will be governed by the substantive laws of the State of California. f. Any communication or notice hereunder must be in writing, and will be deemed given and effective: (t) when delivered personally with proof of receipt; (ii) when sent by e-mail; (iii) when delivered by overnight express; or (iv) three (3) days after the postmark date when mailed by certified or registered mail, postage prepaid, return receipt requested and addressed to a party at its address for notices. Each party's address for notices is stated below. Such address may be changed by a notice delivered to the other party in accordance with the provisions of this Section. AssetWorks LLC CUSTOMER: 998 Old Eagle School Rd. - Suite 1215 City of Redwood City Wayne, PA 19087 1017 Middlefield Road Attn.: John Hines Redwood City, CA 94063 Attn.: Melissa Stevenson Diaz City Manager Copy to: Director of Contracts AssetWorks LLC 998 Old Eagle School Rd. - Suite 1215 Wayne, PA 19087 Attn: Sandra McFarland g. In the event of any dispute arising in the performance of this Agreement, AssetWorks and the Customer will seek to resolve such dispute through good faith, amicable discussions and negotiations. In any action at law or in equity to enforce or interpret the terms of this Agreement, the prevailing party will be entitled to recover its reasonable attomeys' fees and costs, in addition to any other relief ordered by the court. Such fees and costs will include those incurred in connection with the enforcement of any resulting judgment or order, and any post judgment order will provide for the right to receive such attorneys' fees and costs. h. Neither party will be liable for any failure to perform or any delay in performing any of its obligations hereunder when such failure or delay is due to circumstances beyond its reasonable control and without its fault (Force Majeure), including, without limitation, any natural catastrophe, fire, war, riot, strike, or any general shortage or unavailability of materials, components or transportation facilities, or any governmental action or inaction. Upon the occurrence of such event of Force Majeure, the affected party will immediately give notice to the other party with relevant details, and will keep the other party informed of related developments. This Agreement constitutes the entire agreement between the parties and supersedes all prior or REV: 05-15-19 EI Page 9 of 10 ATTY/AGR.2019.130/Ass etworks