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the SUTS onboarding process as a credit towards the transfer fees. Jurisdiction will replenish any funds used, paying in advance of each CDOR fiscal year on or before July 1 after receiving a notice of account and balance due by June 1. T. Additional Terms. 1) Governing Law. This Agreement is governed by Colorado law without regard to conflicts of law principles. 2) Survival of Terms. Any terms that by their nature survive termination or expiration of this Agreement, will survive. 3) Entire Agreement and Changes. This Agreement constitutes the entire agreement between the Parties, and supersedes all prior or contemporaneous negotiations, agreements and representations, whether oral or written, related to this subject matter. No modification or waiver of any term of this Agreement is effective unless in a written instrument signed by both Parties. 4) No Assignment. Neither Party may assign or transfer this Agreement to a third party. 5) Enforceability: If any term of this Agreement is determined to be invalid or unenforceable, the other terms remain in effect. 6) Notices: All notices required or permitted to be given under this Agreement shall be in writing, and shall be delivered (a) by hand with receipt required, (b) by certified or registered mail to such Party's principal representative at the address set forth below or (c), as an email with read receipt requested addressed as given herein. This contact information may be changed by notice submitted in accordance with this section. For CDOR: Name: Matthew A. Samuelson Title: Deputy Director, Taxation Division Email: matthew.samuelson@state.co.us Mailing address: PO Box 17087, Denver, CO 80217-008 7 Cell: 720-682-6231 For Juris ' ction: Name: C, �'t%� Title: - Email: VI,clN/@ �oK�ft��GGECo. [30✓ Address: 14-6-0ift d, Aoai5vaa z- 0, W0&47 Phone: 6�)