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Agreement between KCC Knowledge Computing (Canada) Limited and City of Santa Ana Mhibit Fj (a) Software License Agreement; (b) Primary Agreement; (c) Customer Service Agreement; and (d) Software Escrow Agreement. 8. NOTICES 8.1. All notices, requests, demands, or directions to any party to this Customer Support Agreement by another party hereto will be in writing and delivered or sent by registered mail, postage prepaid, addressed as follows: to: KCC Knowledge Computing (Canada) Limited Suite 1424 — 4710 Kingsway, Burnaby, British Columbia V5H 4M2 Attention: Chief Operating Officer to: City of Santa Ana 20 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 Attention: or to such other address as may be stated by one party to the other in a notice given in the same manner herein provided. Any notice, request, demand, or direction given in such manner will be deemed effective upon receipt by the party to whom it is given or upon refusal to accept receipt documented by the delivering party. 9. ASSIGNMENT 9.1. Except for an assignment to an Affiliate of KCC, KCC will not assign this Customer Support Agreement without the prior written consent of the Customer. No permitted assignment to an Affiliate will be effective until: (a) the assignee Affiliate agrees in writing with the Customer to be bound by the terms and conditions of this Customer Support Agreement; and (b) the assignee Affiliate provides evidence satisfactory to the Customer that the assignee Affiliate and its directors, officers, employees and agents have obtained the necessary security checks and security clearances to enable it to perform the Services and to have access to the environment /system and/or any related data and information. Notwithstanding any assignment of this Customer Support Agreement as permitted by this Section, KCC will remain primarily responsible for the timely performance of all of its obligations hereunder. 10. ARBITRATION 10.1. if, at any time, there is a dispute, controversy or Claim each a "Dispute ") between the parties with respect to any matter arising out of or relating to this Agreement, then the party to the Dispute that wishes to initiate a resolution of the Dispute must give notice to the other party to the Dispute outlining the nature of the Dispute and the Confidential , Page 10 8/l8/2009 City of santa Ana — Exhibit P Copyright O 2006 — KCC Knowledge Computing (Canada) Limited 250 -14