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REV 9.29.17 <br /> party and such failure is not fully cured in the seven day notice period. This Agreement may be <br /> terminated by the Owner for any reason upon 15 days written notice to Professional Finn. <br /> In the event of termination through no fault of the Professional Finn, Professional Firm shall be <br /> equitably compensated for all Professional Firm Services performed and Reimbursable Expenses <br /> incurred prior to termination in accordance with this Agreement. <br /> ARTICLE 7 <br /> MISCELLANEOUS PROVISIONS <br /> Entire Agreement. This Agreement supersedes all prior agreements, written or oral, between <br /> Professional Firm and Owner and constitutes the entire and integrated Agreement and understanding <br /> between the parties with respect to the subject matter of the Agreement. This Agreement may only be <br /> amended by a written instrument signed by both parties. <br /> Assignment. This Agreement is a personal service contract for the services of Professional Finn, <br /> and Professional Finn's interest in this Agreement,duties hereunder and/or fees due hereunder may not be <br /> assigned or delegated to a third party. <br /> Applicable Law. The Agreement will be governed by and construed under the laws of the State of <br /> Texas. Any controversy, claim or dispute arising out of or relating to this Agreement will be brought in a <br /> state court of competent jurisdiction in Hays County or, if in federal court, in the Federal Western District <br /> of Texas,Austin Division for trial. <br /> Waiver. A delay or omission by either party in exercising any right or power under the Agreement <br /> shall not be construed as a waiver of that right or power. A waiver by either party of any term or <br /> condition of the Agreement shall not be construed as a waiver of any subsequent breach of that term or <br /> condition or of any other term or condition of the Agreement. <br /> Severability. If any provision of this Agreement is determined to be invalid or unenforceable in <br /> any respect, that determination shall not affect any other provision of this Agreement which shall be <br /> interpreted as if the invalid or unenforceable provision had not been included. <br /> Independent Contractor. Professional Firm recognizes that Professional Finn is engaged as an <br /> independent contractor and acknowledges that Owner shall have no responsibility to provide <br /> Professional Firm or its employees with any benefits normally associated with employee status. <br /> Professional Firm will neither hold itself out as nor claim to be an officer,partner, employee or agent of <br /> Owner. <br /> Family Code Child Support Certification. If State funds are being used in in the procurement of <br /> the services described in Exhibit A, pursuant to Section 231.006, Texas Family Code, Professional <br /> Finn certifies that it is not ineligible to receive the award of or payments under this Agreement and <br /> acknowledges that this Agreement may be terminated and payment may be withheld if this <br /> certification is inaccurate. <br /> Prohibition on Contracts with Companies Boycotting Israel. Pursuant to Chapter 2270 and 808, <br /> Texas Government Code, Professional Firm certifies that is not ineligible to receive the award of or <br /> payments under the Agreement and acknowledges that the Agreement may be terminated and payment <br /> Page 4 of 20 <br />