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A TRUE COPY <br />CERTIFICATION ON LASTPAGE <br />J.R. SMITH, CLERK <br />4.7 Public Records. Each Party shall maintain its own respective records and documents <br />associated with this Agreement in accordance with the records retention requirements applicable to <br />public records. Each Party shall be responsible for compliance with any public documents request <br />served upon it pursuant to Section 119.07, Florida Statutes, and any resultant award of attorneys' <br />fees attributable to the party's non-compliance with that law. This section will survive the <br />termination of this Agreement regardless of the cause giving rise to such termination. <br />4.8 BROKER Is Independent Contractor. The Parties agree that BROKER is engaged to <br />perform services under this Agreement as an independent contractor, and not as an agent, of <br />COUNTY. <br />4.9 Entire Agreement. This Agreement incorporates and includes all prior negotiations, <br />correspondence, conversations, agreements and understandings applicable to the matters contained <br />herein and the Parties agree that there are no commitments, agreements or understandings concerning <br />the subject matter of this Agreement that are not contained in, or incorporated by reference in, this <br />document. Accordingly, the Parties agree that no deviation from the terms hereof shall be predicated <br />upon any prior representations or agreements, whether oral or written. <br />4.10 Amendments. No modification, amendment, or alteration in the terms or conditions <br />contained herein shall be effective unless contained in a written document prepared with the same or <br />similar formality as this Agreement and executed by each Party hereto. <br />4.11 Waiver. The Parties agree that each requirement, duty and obligation set forth herein is <br />substantial and important to the formation of this Agreement and, therefore, is a material term <br />hereof. Any Party' s failure to enforce any provision of this Agreement shall not be deemed a waiver <br />of such provision or modification of this Agreement. A waiver of any breach of a provision of this <br />Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to be a <br />modification of the terms of this Agreement. <br />4.12 Governing Law. This Agreement shall be interpreted and construed in accordance with and <br />governed by the laws of the State of Florida. Any controversies or legal problems arising out of this <br />Agreement and any action involving the enforcement or interpretation of any rights hereunder shall <br />be submitted to the jurisdiction of the State courts of the Nineteenth Judicial Circuit of Indian River <br />County, Florida. This section will survive the termination of this Agreement regardless of the cause <br />giving rise to such termination. <br />4.13 No Waiver of Sovereign Immunity. Nothing contained in this Agreement is intended to <br />serve as a waiver of sovereign immunity by COUNTY or any person to which sovereign immunity <br />may be applicable. This section will survive the termination of this Agreement regardless of the <br />cause giving rise to such termination. <br />4.14 Non -Discrimination. BROKER shall not discriminate against any person in the <br />performance of the duties, responsibilities and obligations under this Agreement because of race, <br />age, religion, color, gender, national origin, marital status, disability or sexual orientation. <br />Page 7 of 9 <br />