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cause beyond its reasonable control, provided SAOS gives written notice of the cause of the delay <br />to GIOC within thirty-six (36) hours of the start of the delay and SAOS avails himself of any <br />available remedies. <br />3.14 Confidentiality. SAOS agrees to maintain the confidentiality of all GIOC and <br />GIOC-related records and information pursuant to all statutory laws relating to privacy and <br />confidentiality that currently exist or exist at any time during the term of this CONTRACT. All <br />such records and information shall be considered confidential and kept confidential by SAOS and <br />SAOS's staff, agents and employees. <br />3.15 Compliance with Laws. SAOS represents and warrants that services to be <br />provided under this CONTRACT shall fully comply, at SAOS's expense, with all standards, laws, <br />statutes, restrictions, ordinances, requirements, and regulations (collectively "laws"), including, <br />but not limited to all other laws applicable to the services at the time services are provided to and <br />accepted by GIOC. SAOS acknowledges that GIOC is relying on SAOS to ensure such <br />compliance, and pursuant to the requirements of Paragraph 3.34 below, SAOS agrees that it shall <br />defend, indemnify and hold GIOC and GIOC INDEMNITEES harmless from all liability, <br />damages, costs, and expenses arising from or related to a violation of such laws. <br />3.16 Terms and Conditions. SAOS acknowledges that it has read and agrees to all <br />terms and conditions included in this CONTRACT. <br />3.17 Headings. The various headings and numbers herein, the grouping of provisions <br />of this CONTRACT into separate clauses and Paragraphs, and the organization hereof are for the <br />purpose of convenience only and shall not limit or otherwise affect the meaning hereof. <br />3.18 Severability. If any term, covenant, condition, or provision of this CONTRACT <br />is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of <br />the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired <br />or invalidated thereby. <br />3.19 Calendar Days. Any reference to the word "day" or "days" herein shall mean <br />calendar day or calendar days, respectively, unless otherwise expressly provided. <br />3.20 Attorney Fees. In any action or proceeding to enforce or interpret any provision <br />of this CONTRACT, or where any provision hereof is validly asserted as a defense, each party <br />shall bear its own attorney's fees, costs and expenses. <br />3.21 Interpretation. This CONTRACT has been negotiated at arm's length and <br />between persons sophisticated and knowledgeable in the matters dealt with in this CONTRACT. <br />In addition, each PARTY has been represented by experienced and knowledgeable independent <br />legal counsel of their own choosing or has knowingly declined to seek such counsel despite being <br />encouraged and given the opportunity to do so. Each PARTY further acknowledges that they have <br />not been influenced to any extent whatsoever in executing this CONTRACT by any other PARTY <br />hereto or by any person representing them, or both. Accordingly, any rule or law (including <br />California Civil Code Section 1654) or legal decision that would require interpretation of any <br />ambiguities in this CONTRACT against the PARTY that has drafted it is not applicable and is <br />2807/099999 2489 <br />11276904.2 a10/31/19 -21- <br />