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Reference .. Name): 3333 Busch Rd 250kW
<br /> Sourcewell
<br /> Sourcewell#:PETERSONQuote#: 31172470
<br /> 0.
<br /> Revision: 2
<br /> Date: May 26,2023
<br /> 28 No Waiver: A waiver of any term,right or condition of this Agreement by a party must be in writing to be effective and will in no way be construed as a
<br /> waiver of any later breach of that provision. No express waiver of any term,right or condition of this Agreement shall operate as a waiver of any other
<br /> term,right or condition.
<br /> 29 Relationship of the Parties:No employment,agency,joint venture,or similar arrangement is created or intended between Customer and Peterson.
<br /> 30 Construction:Words used herein,regardless of the number or gender specifically used,shall be deemed and construed to include any other number,
<br /> singular or plural,and any other gender,masculine,feminine,or neuter,as the context requires. The provisions of this Agreement and the documents and
<br /> instruments referred to herein,have been examined by the parties and no implication shall be drawn nor made against any party hereto by virtue of
<br /> drafting this Agreement. The term"including"used herein shall mean"including,but not limited to". The subject headings of the sections and subsections
<br /> of this Agreement are included for purposes of convenience only and shall not affect the construction or interpretation of any of the provisions herein.
<br /> Each Party acknowledges that they have read this Agreement,have had an opportunity to review with an attorney of their respective choice,and have
<br /> agreed to all of its terms,including these Terms. Each Party agrees that the rule of construction that a contract be construed against the drafter shall not
<br /> be applied in interpreting this Agreement and that in the event of any ambiguity in any provisions of this Agreement,including any Exhibits or attachments
<br /> or agreed upon Change Orders hereto and whether or not placed of record,such ambiguity shall not be construed for or against any Party hereto on the
<br /> basis of such Party did or did not author the same.
<br /> 31 No Third Party Beneficiaries: Unless otherwise expressly provided,no provisions of this Agreement are intended or will be construed to confer upon or
<br /> give to any person or entity other than Customer and Peterson any rights,remedies or other benefits under or by reason of this Agreement.
<br /> 32 Attorneys'Fees Enforcement Costs and Expenses: If any claim or action is brought by either party hereunder against the other party regarding the
<br /> subject matter hereof,the prevailing party shall be entitled to recover from the non-prevailing party,in addition to any other relief granted,reasonable
<br /> attorneys'fees and the expense of litigation.
<br /> 33 Governing Law,Venue:
<br /> (a)This Agreement and any attachments or documents related thereto shall be governed,construed and enforced in accordance with(i)the laws of the
<br /> State of California,excluding conflict of law rules,for all sales made or accepted by Peterson at its offices within such state,(ii)with the laws of the State of
<br /> Oregon,excluding conflict of law rules,for all sales made or accepted by Peterson at its office within such state,and(iii)with the laws of the State of
<br /> Washington,excluding conflict of law rules,for all sales made or accepted by Peterson at its office within such state. For agreements made or accepted
<br /> by Peterson in the State of California,each party hereby irrevocably submits to the personal and exclusive jurisdiction of the state courts of Alameda
<br /> County,California and the United States District Court for the Northern District of California,for the purposes of any action,proceeding,suit or claim arising
<br /> out of this Agreement. For agreements made or accepted by Peterson in the State of Oregon,each party hereby irrevocably submits to the personal and
<br /> exclusive jurisdiction of the state courts of Multnomah County,Oregon and the United States District Court for the District of Portland in Portland,Oregon.
<br /> For agreements made or accepted by Company in the State of Washington,each party hereby irrevocably submits to the personal and exclusive
<br /> jurisdiction of the state courts of Cowlitz County,Oregon and the United States District Court for the Western District of Washington in Seattle,
<br /> Washington.
<br /> (b)Each party irrevocably and unconditionally waives any objection to the laying of venue as described herein.
<br /> 34 Survival: Notwithstanding anything contained herein to the contrary,Sections 7 17(c) 19 20 21 22 30 32 33,and 34 will survive any termination or
<br /> expiration of this Agreement.
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