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Uocuslgn tnvelope IL):tiAUUUb/b-Sl;Ub-4bUF-1:11-bU-U 4blU1UJy2b this Agreement(collectively,"Force Majeure Events"). The party so affected shall give prompt notice to the other party of such Force Majeure Event and shall take whatever reasonable steps are necessary to relieve the effect of such Force Majeure Event as rapidly as reasonably possible and(if possible)to resume performance as soon as practicable under the circumstances. In the event it becomes necessary for either party to terminate Exhibit A due to a Force Majeure Event,it shall not be considered a breach of the Exhibit A or this Agreement. 15. Compliance. By entering into this Agreement, the parties specifically intend to comply with all applicable laws, rules and regulations relating to this Agreement as they may be amended from time to time.In the event that any part of this Agreement is determined to violate federal,state, or local laws,rules,or regulations, the parties agree to negotiate in good faith revisions to the provision or provisions that are in violation.In the event the parties are unable to agree to new or modified terms as required to bring the entire Agreement into compliance, either party may terminate this Agreement without further obligation on thirty(30)days written notice to the other Party. 16. Regulatory. The parties agree to comply with all applicable state and federal laws, rules, and regulations and all local ordinances. Agency represents that it has not been debarred,suspended,excluded or otherwise determined to be ineligible to participate in federal healthcare programs or federal procurement and non-procurement programs (collectively, "Debarred") and acknowledges that CCIRH shall have the right to terminate this Agreement immediately without further obligation in the event that Contractor is Debarred. Accordingly, Agency shall provide CCIRH with immediate notice if during the term of this Agreement Agency(i)receives notice of action or threat of action with respect to its Debarment;or(ii)becomes Debarred. 17. Working Environment. It is the policy of CCIRH to have a work place free of harassment,including but not limited to sexual harassment. Agency acknowledges that CCIRH is committed to keeping its work place free of illegal drugs in accordance with the guidelines set forth in the Drug-Free Workplace Act of 1988,Pub.L.No.200-690,codified at 41 U.S.C. Sec. 701,et. seq.Agency's compliance with this drug prohibition is a condition of providing Services for CCIRH and violators, in addition to such penalties as may be imposed under law, are subject to removal from CCIRH's premises. Accordingly, the unlawful use, manufacture, possession, sale, or transfer of illegal or controlled substances or abuse or unauthorized use of alcohol on or around CCIRH's premises is prohibited.Further,Agency acknowledges that CCIRH maintains a smoke-free environment at its facilities and that smoking is prohibited on CCIRH's premises. 18. General. In the event that any provision of this Agreement is held unenforceable under applicable law, the remaining provisions of this Agreement shall remain in full force and effect.Any amendment to this Agreement must be in writing and must be signed by an authorized representative of the parties. The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as or be construed to be a waiver of any subsequent breach of the same or other provision hereof. 19. Public Forum The Agency is not creating a public forum for communication and debate through the acceptance of sponsorship for the limited purpose of the Indian River County Centennial Celebration which takes place between January 2025 and June 30th,2025. 20. Integration. This Agreement,together with all Exhibits attached hereto, constitutes the entire agreement between the parties with respect to obligations and responsibilities to be performed by the parties under this Agreement. The parties 4