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Either party may change its address , for the purposes of this Contract , by written notice to the other party given in accordance with the provisions hereof. G . INDEPENDENT CONTRACTOR . The Consultant is and shall be an independent contractor in the performance of all Services and activities under this Contract and is not an employee , agent or servant of the County . All persons engaged in any of the Services performed pursuant to this Contract shall at all times and in all places be subject to the Consultant's sole direction , supervision , and control . The Consultant shall exercise control over the means and manner in which Consultant and its employees perform the Services and in all respects the Consultant's relationship and the relationship of its employees to the County shall be that of an independent contractor performing solely under the terms of this Contract and not as employees or agents of the County . The Consultant does not have the power or authority to bind the County in any promise , agreement or representation other than such power or authority which is specifically provided for in this Contract . H . AVAILABILITY OF FUNDS . The obligations of the County under this Contract are subject to the availability of funds lawfully appropriated for its purpose by the Board of County Commissioners of Indian River County . I . NO PLEDGE OF CREDIT , The Consultant shall not pledge the County' s credit or make it a guarantor of payment or surety for any contract , debt , obligation , judgment , lien or any form of indebtedness . The Consultant further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Contract . J . SEVERABILITY ; _ If any term or provision of this Contract or the application thereof to any person or circumstance shall , to any extent , be held invalid or unenforceable for the remainder of this Contract , then the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected , and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law . K . SUCCESSORS ; NO ASSIGNMENT The County and the Consultant bind themselves and their respective successors and assigns to the other party to this Contract with respect to all duties , rights , responsibilities , obligations , provisions , conditions , and covenants of this Agreement . The County and the Consultant agree that the Consultant shall not assign , transfer, or delegate , either in whole or in part , its rights or duties under this Contract without the prior written consent of the County . The County has the absolute right to withhold or condition such consent . If the Consultant attempts to assign , transfer, or delegate its rights or duties without the County' s consent , then the County may terminate this Contract , and any such purported assignment shall be null , void , and of no legal effect whatsoever . Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the County who may be a party hereto , nor shall it be construed as giving any rights or benefits hereunder to anyone other than the County or the Consultant . L . GOVERNING LAW ; VENUE . The validity , interpretation , construction , and effect of this Contract shall be in accordance with and governed by the laws of the State of Florida , only . Any and all legal action instituted because of this Contract shall be instituted in Indian River County , Florida . Any legal actions instituted under this Contract that are justifiable in federal court shall be instituted in the Southern District of Florida . M . REMEDIES ; NO WAIVER . No remedy herein conferred upon any party is intended to be exclusive of any other remedy and each and every such remedy shall be cumulative and shall be in addition to every such remedy given hereunder or now or hereafter existing at law or in equity or 4