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such agreement will be entitled to enforce remedies thereunder and the other parties to this Master <br />Agreement are not third party beneficiaries by virtue of this Master Agreement. <br />11.6 Estop ells. At any time and from time to time, each party agrees, upon a written <br />request from any other party, to execute and deliver to the requesting party, within fifteen (15) <br />days of request, a written statement certifying: (i) that this Master Agreement is unmodified and <br />in full force and effect (or if there have been modifications, that the same is in full force and effect <br />as modified and stating the modifications); (ii) that the certifying party knows of no default or any <br />act or omission that with the passage of time would constitute a default under the Master <br />Agreement by any other party to the Master Agreement (or stating any such default, act or <br />omission); (iii) that the certifying party has not received written notice from any other party to the <br />Master Agreement alleging that the certifying party is in default under the Master Agreement (or <br />identifying such notice); and (iv) such other information as the requesting party may reasonably <br />request. <br />11.7 Binding g ffect. Except as provided otherwise, all of the terms and provisions of <br />this Master Agreement shall be binding upon and inure to the benefit of and be enforceable by the <br />duly authorized successors and assigns of the parties hereto. <br />11.8 Headings. The headings contained in this Master Agreement, in any Exhibit <br />hereto are for reference purposes only and shall not affect in any way the meaning or <br />interpretation of this Master Agreement. All Exhibits annexed hereto or referred to herein are <br />hereby incorporated in and made a part of this Master Agreement as if set forth in full herein. <br />Any capitalized terms used in any Exhibit but not otherwise defined therein, shall have the <br />meaning as defined in this Master Agreement. When a reference is made in this Master <br />Agreement to a Section or Exhibit such reference shall be to a Section of, or an Exhibit to, this <br />Master Agreement unless otherwise indicated. <br />11.9 Entire Agreement. The patties agree that this Master Agreement, including the <br />Exhibits hereto, which are incorporated herein by reference, and the Ancillary Agreements <br />represent the complete and exclusive statement of the agreement among them with respect to the <br />subject matter hereof and supersedes all other agreements, oral or written, between them relating <br />to the subject matter of this Master Agreement and the Ancillary Agreements. <br />11.10 Assi mg rent. No party shall assign this Master Agreement or any of its rights or <br />obligations hereunder (including by operation of law in connection with a merger or <br />consolidation) without the prior written consent of the other parties. Any attempt at assignment <br />of this Master Agreement in violation of this Section 11.10 shall be void and of no effect. <br />11.11 Notices. Any and all notices and other communications made or given pursuant to <br />this Master Agreement shall be in writing and shall be sufficiently made or given if transmitted by <br />hand delivery with receipt therefore, by certified or registered mail, postage prepaid, return receipt <br />requested, or by a national overnight delivery service with guaranteed next -day delivery with <br />receipt therefore, addressed as provided below; or, if the receiving patty consents in advance, <br />transmitted and received via telecopy or via such other electronic transmission mechanism as may <br />be available to the parties. If a notice or communication is transmitted by hand delivery, certified <br />21 <br />11938585.11 <br />