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Plan number 803237 <br />9. Term <br />This Agreement shall be in effect for an initial term beginning on the Inception Date and <br />ending 5 years after the Inception Date. This Agreement will be renewed automatically <br />for each succeeding year unless written notice of termination is provided by either party <br />to the other no less than 60 days before the end of such Agreement year. <br />10. Amendments and Adjustments <br />(a) This Agreement may not be amended except by written instrument signed by the <br />parties. <br />(b) The parties agree that an adjustment to compensation or administrative and <br />operational services under this Agreement may only be implemented by ICMA- <br />RC through a proposal to the Employer via correspondence or the Employer <br />Bulletin. The Employer will be given at least 60 days to review the proposal <br />before the effective date of the adjustment. Such adjustment shall become <br />effective unless, within the 60 day period before the effective date, the Employer <br />notifies ICMA-RC in writing that it does not accept such adjustment, in which <br />event the parties will negotiate with respect to the adjustment. <br />(c) No failure to exercise and no delay in exercising any right, remedy, power or <br />privilege hereunder shall operate as a waiver of such right, remedy, power or <br />privilege. <br />11. Notices <br />All notices required to be delivered under Section 10 of this Agreement shall be delivered <br />personally or by registered or certified mail, postage prepaid, return receipt requested, to <br />(i) Legal Department, ICMA Retirement Corporation, 777 North Capitol Street, N.E., <br />Suite 600, Washington, D.C, 20002-4240; (ii) Employer at the office set forth in the first <br />paragraph hereof, or to any other address designated by the party to receive the same by <br />written notice similarly given. <br />12. Complete Agreement <br />This Agreement shall constitute the sole agreement between ICMA-RC and Employer <br />relating to the object of this Agreement and correctly sets forth the complete rights, duties <br />and obligations of each party to the other as of its date. Any prior agreements, promises, <br />negotiations or representations, verbal or otherwise, not expressly set forth in this <br />Agreement are of no force and effect. <br />13. Governing Law <br />This agreement shall be governed by and construed in accordance with the laws of the <br />State of California applicable to contracts made in that jurisdiction without reference to <br />