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This Agreement shall be interpreted, enforced, and governed in accordance with the laws of the State of Washington, notwithstanding any conflict of law doctrine to the contrary. Venue for any action or proceeding shall lie in King County, Washington. 10.10 Medical Care It is hereby understood that Provider is solely responsible for all decisions and liability regarding Provider 's medical care and treatment of Participants . It is also agreed that the tradit ional relationship between Provider and patient shall in no way be affected by or interfered with by any of the terms of this Agreement. Provider understands that any financial determinations made by FCHN or the Payers and any determinations made in connection with the Medical Management Program or Utilization Review are solely for purposes of determining whether services are Covered Services under the terms of a Benefit Plan as defined in this Agreement and the extent to which payments may be made by Payers for such services . Accordingly , such determinations shall in no way affect the responsibility of Provider to provide appropriate services to Participants. 10.11 Nondiscrimination Provider agrees not to discriminate against Participants and to render services without regard to race , sex , marital status , sexual orientation , religion, national origin, color , age , physical or mental handicap, veteran status, or any other basis upon which discrimination is prohibited under applicable law or regulation. 10.12 Assignment Neither FCHN nor Provider shall assign this Agreement without the express prior written consent of the other, except that FCHN may assign this Agreement a successor entity, or to any entity succeeding to the rights and obligations of FCHN by operation of law, all without the pr ior consent of Provider. 10.13 Force Majeure Neither party shall be considered in breach of this Agreement for any failure or delay in performance hereunder if the failure or delay is occasioned by an act of God, act of a governmental authority, or by any other emergency beyond the reasonable control of the party whose performance is affected , including but not limited to acts of terrorism , war , natural disaster , or the result of a strike , lockout, or other labor dispute . 10.14 Attorneys' Fees Except as otherwise set forth in Section 9 of this Agreement , in any suit, action, or proceeding between the part ies relating to or arising from this Agreement , the prevailing party shall be entitled to recover reasonable attorneys' fees , costs , and other expenses, including fees and expenses incurred on any appeal and in any bankruptcy proceeding, in addition to whatever other relief may be awarded. FCHN-PRO-042016 15