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(e) There is compelling governmental need for the premises which the County determines is inconsistent with the privileges granted herein. (f) There is a sale of more than forty-nine percent (49%) of the stock of Licensee Corporation to a person not now a shareholder, or the officers or directors of Licensee Corporation are changed. Licensee agrees to promptly inform the County of any such sale or change. (g) Termination by the County is otherwise provided for in this agreement. 7.12 Termination Rights. In the event of termination, the Licensee shall be obligated to pay all sums due and owing at the date of termination and the County shall not be liable for any damages resulting from the termination. 7.13 Agreement is Personal. It is agreed that the personal and business integrity of Licensee's officers and directors is a major consideration on the part of the County in entering into this agreement, and that the agreement is personal to Licensee and may not be assigned, delegated, transferred or seized by or through any legal proceedings, either voluntarily or involuntarily without express written approval of the County. 7.14 Independent Contractor. Licensee agrees that Licensee will perform services under this agreement as an independent contractor and not as an agent, employee, or servant of County. The parties agree that Licensee and its employees are not entitled to any benefits or rights enjoyed by employees of County. Lessee specifically has the right to direct and control Licensee's own activities in providing services in accordance with the specifications set out in this agreement. County shall only have the right to ensure performance. Lessee agrees that neither it nor its employees, agents, sub -contractors or sub -Licensees shall in any manner represent itself or themselves or permit itself or themselves to be represented to the public as an agent of the County. 7.15 Modifications. This agreement may not be modified orally and modification must be accomplished with the same formalities as are required for the execution of this agreement. 7.16 Correspondence. All correspondence concerning this agreement to be forwarded to Kittitas County Event Center, 901 East 7t , Ellensburg, WA 98926 for the County and to for the Licensee. Carnival Contract 2017-2022 Page 12 of 13