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SERVICE AGREEMENT <br />eligibility policies in the Service Area. <br />E. Governing Law and Compliance <br />1. Governing Law <br />The validity, enforceability, and interpretation of this Agreement, including the <br />Attachments, shall be determined and governed by the laws of the State of Florida, <br />as well as applicable federal laws. The Parties agree that jurisdiction for any dispute, <br />action, claim or alternative dispute resolution proceeding regarding this Agreement <br />shall reside in Martin County, Florida. <br />2. Florida Regulatory Governance <br />This Agreement, the Attachments and the performance thereof, are subject to the <br />requirements and regulations promulgated by and specific verbiage required by <br />DCF. <br />3. Corporate Compliance <br />During the term of this Agreement, each Party shall: (i) ensure that it is duly <br />organized, validly existing and in good standing under the laws of Florida; (ii) maintain <br />all requisite federal, state and local authority, permits and licenses necessary or <br />appropriate to operate and to carry out its obligations under this Agreement; (iii) <br />monitor its performance of administrative functions on an ongoing basis to ensure <br />compliance with applicable DCF performance standards and guidelines; and (iv) <br />notwithstanding any term or provision in this Agreement to the contrary, remain <br />ultimately responsible for assuring that it is operating in accordance with all applicable <br />federal, state and local lawles, regulations and ordinances. <br />Am I <br />F. General Provisions <br />1. Notwithstanding anything in this Agreement to the contrary, the Parties acknowledge <br />and agree that each Party is subject to the Florida Public Records Act under the Florida <br />Contract and under Chapter 119, Florida Statutes. Nonetheless, in the event that a <br />Party becomes legally compelled to disclose any of the Confidential Proprietary <br />Information (the "Compelled Party"), the Compelled Party will provide the other Party <br />with prompt notice thereof so that the other Party may seek a protective order or other <br />appropriate remedy. In the event that such protective order or other remedy is not <br />obtained by the other Party, the Compelled Party will furnish or cause to be furnished <br />only that minimum portion of the Confidential Proprietary Information which the <br />Compelled Party is legally required to furnish. <br />Service Agreement 3 Agreement No.: AGR75 <br />Indian River County Board of County <br />Commissioners <br />110 <br />