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7.9 This Agreement, together with the exhibits and addenda hereto, and Supplements <br />issued. hereunder, constitutes the entire agreement of the parties and supersedes all <br />previous and contemporaneous communication, representations, understandings or <br />agreements related to the subject matter hereof. This Agreement may be modified only <br />in writing signed by both parties. Customer may issue a purchase order in lieu of a <br />Supplement, if confirmed by a Vendor invoice or other Vendor confirming document. <br />Preprinted terms and conditions on or attached to any such purchase order shall be of <br />no force or effect. In the event of inconsistencies or conflicts in the terms and <br />conditions of any portions of the entire agreement the order of priority shall be: (I) This <br />License Agreement; (ii) Exhibit A License Supplement to this Agreement as herein <br />incorporated by reference and any addendums thereto; (Iii) Exhibit B Statement(s) of <br />Work as herein incorporated by reference and Change Orders (if any) and any <br />addendums thereto. <br />7.10 Vendor understands and acknowledges that the Customer will not withhold Federal or <br />State Income taxes. Where required by State or Federal law, Vendor authorizes the <br />Customer to make withholding for any taxes other than income taxes. All compensation <br />received by Vendor will be reported to the Internal Revenue Service at the end of the <br />calendar year in accordance with applicable IRS regulations. It is the responsibility of <br />the Vendor to make the necessary estimated tax payments throughout the year, If any, <br />and Vendor is solely liable for any tax obligation arising from Vendor's performance of <br />this Agreement. Customer will pay sales and use taxes imposed on goods and services <br />acquired hereunder as required by law. Vendor must pay all other taxes including, but <br />not limited to: Business and Occupation Tax, taxes based on Vendor's gross or net <br />income, or personal property to which the Customer does not hold title. The Customer <br />is exempt from Federal -Excise tax. <br />7.11 This Agreement shall be subject to all laws, rules and regulations of the United States <br />of America, and the. State of Washington, and political subdivisions of the State of <br />Washington. <br />7.12 The Agreement shall be governed by and construed under the laws of the State of <br />Washington and the venue for such action of litigation shall be in the Superior Court of <br />the State of Washington in and for the County of Kittitas. <br />5 <br />