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With copy to: LA Clippers LLC 1212 South Flower Street, 5th Floor Los Angeles, CA 90015 Attn: Nicole Duckett E-mail: nduelett@clippers.com clippers.com A Party may change its address by giving notice in writing to the other Party, Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax or email, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on (i) the transmission report issued by the transmitting facsimile machine, if by fax, or (ii) the email, if by email, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 16. ENTIRE AGREEMENT AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Clippers regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the Parties. In the event of a conflict between the terns of this Agreement and any attaclunents hereto, the terns of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Clippers. The Parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terns and conditions hereof, shall not bind or obligate Clippers or the City. Each Party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any Party, or anyone acting on behalf of any Party, which are not embodied herein. 17. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Clippers, Clippers may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Notwithstanding the foregoing, Clippers shall have the tight at its sole discretion to assign this Agreement to any person or entity to which Clippers shall transfer or assign the Clippers' NBA franchise without such consent, Such assignment by the Clippers shall relieve the Clippers of the rights and obligations hereunder, which rights and obligations shall become the sole responsibility of the buyer, transferee, or assignee. 18. TERMINATION This Agreement may be terminated by either Party upon thirty (30) days' written notice of termination to the other Party. In such event, Clippers shall be entitled to receive and the City shall pay Clippers compensation for all Services performed by Clippers prior to receipt of such notice of termination by the non -terminating Party. Page 7 of 10