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copy. For clarity, we are responsible for paying our income taxes, both federal and state, as
<br />applicable, arising from our performance of this Agreement.
<br />5. Nondiscrimination. We will not discriminate against any person employed or applying for
<br />employment concerning the performance of our responsibilities under this Agreement. This
<br />discrimination prohibition will apply to all matters of initial employment, tenure, and terms of
<br />employment, or otherwise with respect to any matter directly or indirectly relating to employment
<br />concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that
<br />is unrelated to the individual's ability to perform the duties of a particular job or position, height,
<br />weight, marital status, or political affiliation. We will post, where appropriate, all notices related to
<br />nondiscrimination as may be required by applicable law.
<br />6. E -Verify. We have complied, and will comply, with the E -Verify procedures administered by the U.S.
<br />Citizenship and Immigration Services Verification Division for all of our employees assigned to your
<br />project.
<br />7. Subcontractors. We will not subcontract any services under this Agreement without your prior
<br />written consent, not to be unreasonably withheld.
<br />8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of,
<br />either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement
<br />without the prior written consent of the other party; provided, however, your consent is not
<br />required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or
<br />purchase of substantially all of our assets.
<br />9. Force Majeure. Except for your payment obligations, neither party will be liable for delays in
<br />performing its obligations under this Agreement to the extent that the delay is caused by Force
<br />Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the
<br />party whose performance is delayed provides the other party with written notice explaining the
<br />cause and extent thereof, as well as a request for a reasonable time extension equal to the
<br />estimated duration of the Force Majeure event.
<br />10. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of you
<br />and us. No third party will be deemed a beneficiary of this Agreement, and no third party will have
<br />the right to make any claim or assert any right under this Agreement. This provision does not affect
<br />the rights of third parties under any Third Party Terms.
<br />11. Entire Agreement; Amendment. This Agreement represents the entire agreement between you and
<br />us with respect to the subject matter hereof, and supersedes any prior agreements, understandings,
<br />and representations, whether written, oral, expressed, implied, or statutory. Purchase orders
<br />submitted by you, if any, are for your internal administrative purposes only, and the terms and
<br />conditions contained in those purchase orders will have no force or effect. This Agreement may
<br />only be modified by a written amendment signed by an authorized representative of each party.
<br />12. Severability. If any term or provision of this Agreement is held invalid or unenforceable, the
<br />remainder of this Agreement will be considered valid and enforceable to the fullest extent
<br />permitted by law.
<br />13. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced
<br />••:;:•. tyler
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