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A party may change its address by giving notice in writing to the other party. Thereafter, <br />any communication shall be addressed and transmitted to the new address. If sent by mail, <br />communication shall be effective or deemed to have been given three (3) days after it has been <br />deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addressed as set forth above. If sent by fax, communication shall be effective or deemed to have <br />been given twenty-four (24) hours after the time set forth on the transmission report issued by the <br />transmitting facsimile machine, addressed as set forth above. For purposes of calculating these <br />time frames, weekends, federal, state, County or City holidays shall be excluded. <br />20. FORCE MAJEURE <br />Should the performance of any act required by this Agreement to be performed by either <br />City or Consultant be prevented or delayed by reason of an act of God, strike, lockout, labor <br />troubles, inability to secure materials, restrictive governmental laws or regulations of any kind <br />including those regarding the COVID-19 pandemic, or any other cause except for financial <br />inability not the fault of the Party required to perform the act, the time for performance of the act <br />will be extended for a period equivalent to the period of delay, and performance of the act during <br />the period of delay shall be excused, provided, however, that nothing contained in this section shall <br />excuse the performance of any act rendered difficult solely because of the financial condition of <br />the Party, City or Consultant, required to perform the act. <br />21. MISCELLANEOUS PROVISIONS <br />a. Each undersigned represents and warrants that its signature herein below has the <br />power, authority and right to bind their respective parties to each of the terms of <br />this Agreement, and shall indemnify City fully, including reasonable costs and <br />attorney's fees, for any injuries or damages to City in the event that such authority <br />or power is not, in fact, held by the signatory or is withdrawn. <br />b. The Agreement is the final and complete agreement and any prior or <br />contemporaneous agreements for similar services between the parties is superseded <br />by this Agreement. This shall not apply where the Parties are currently engaged <br />and Consultant is providing services not contemplated by this Agreement. <br />C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully <br />set forth in the body of this Agreement. <br />d. This Agreement may be signed in counter parts with each part or signature page <br />compiled into one original document. <br />e. The Parties agree that this Agreement may be signed using an electronic signature <br />by any means that reasonably ensures authenticity. <br />Page 8 <br />