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Sequoia Voting Systems , Inc. rev: 03/31 /2003 SEQUOIA wting systems Miscellaneous 1 , General Confidentiality Customer agrees that during the term of this Agreement it shall not disclose any information, and shall take all reasonable precautions to prevent disclosure of any information, regarding the content of this Agreement or performance to any third party, to the extent allowed by Florida law. 2 . Waiver Any waiver by either party of any provision of this Agreement must be in writing, and shall not imply subsequent waiver of that or any other provision. 3 . Notices Except as otherwise noted in this Agreement, any notice, demand or request or other communication required to be given by either party to the other party pursuant to this Agreement shall be in writing and shall be mailed by first class, registered or certified mail , return receipt requested, or transmitted by hand delivery, telegram or telex, to the appropriate addresses first set forth above, or to such other address as either party may hereinafter substitute by written notice given in the manner prescribed in this paragraph. Notice shall be deemed given three (3 ) days after mailed, or at such time as it is actually delivered to the addressee or such attempted delivery is refused by the addressee . 4 . Complete Agreement This Agreement, including the attached exhibits, embodies the entire contractual agreement of the parties with respect to the subject matter hereof. This Agreement cannot be modified except by written agreement signed by all parties hereto . 5 . Assignment Customer may not, without Sequoia's prior written consent, assign or otherwise transfer this Agreement or any of Customer's rights or obligations under this Agreement, to a third party. Sequoia shall have the right to subcontract the performance of all services specified in the Agreement to a third party. 6 . Governing Law This agreement shall be governed by the laws of the State of Florida. Venue for any lawsuit by any party against another party or otherwise arising out of this agreement shall be in Indian River County, Florida, and in the event of federal jurisdiction, in the United States District Court for the Southern District of Florida. Sequoia V tin s ems, Inc. Inde River County, Florida c "71; Zile By : Phil F ter By : Ken Macht BCC Approved : April 8 , 2003 Its : Vice Presi ent — Corporate Strategy Its : Chairman, Board of County Commissioners Approved a/ to form and legal sufficiencc 3 By age Terrence P . O ' Brien