Res 2014-169/Billing and Collection Services for SM Fire Department - Fire Recovery USA

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incur any liability in relation to specifications, delivery, payment, or any other aspect of purchase by other agencies. ARTICLE 10 SUCCESSORS AND ASSIGNS 10.1 The City and the Company, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. The City and the Company will not assign, sublet or transfer any interest in this Agreement without the prior written consent of the other. Any work or services subcontracted under this Agreement will be specified by separate written agreement and will be subject to each provision of this Agreement. The Consultant will notify the City, in writing, of any change in its partnership /ownership within 30 calendar days of such change. 10.2 The Company will notify the City, in writing, of any change in its partnership /ownership within 30 calendar days of such change. ARTICLE 11 EXTENT OF AGREEMENT 11.1 This Agreement, including the transaction documents, appendices and referenced attachments represents the entire and integrated Agreement between the City and the Company and supersedes all prior proposals, negotiations, representations or agreements either written or oral between the parties. In the event of a dispute between the City and Company regarding the intent of this Agreement, both parties agree that they will construe this Agreement in a manner consistent with the City's Request for Proposals, the Company's proposal response and the public record of the City Council's approval of this agreement if applicable. This Agreement may be amended only by written instrument, which must be signed by both the City and the Company. The San Marcos City Council must approve any such authorization of change in services or amendment if the compensation for which exceeds $50,000.00. 11.2 Any exhibits and /or attachments attached to this Agreement are incorporated by reference into this Agreement as though included verbatim herein. In the event of any conflict between this Agreement and the provisions of any exhibit or attachment to this Agreement, this Agreement will govern and control. 11.3 In the event of any conflict between this Agreement and the provisions of any exhibit or attachment to this Agreement, this Agreement will govern and control. Fire Recovery USA, LLC 2014 14