2015 031 Ordinance - Laserfiche WebLink

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SECTION XI -SURVIVAL Any provision of this Agreement which, by its nature, is intended to survive the expiration or other termination of this Agreement shall so survive. SECTION XII - SEVERABILITY Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of the provisions of this Agreement. SECTION XIII -GOVERNING LAW This Agreement shall be governed by the laws of the State of Ohio as to all matters including, but not limited to, its validity, construction, effect and performance. SECTION XIV -FORUM & JURISDICTION The Parties submit to the non-exclusive jurisdiction of any federal or state court sitting in Cuyahoga County, Ohio, in any action or proceeding arising out of or related to this Agreement. Nothing in this Agreement shall limit the right of the Village or the MCIC to bring any action or proceedings in the courts of any other jurisdiction. Any actions or proceedings by the Company against the Village or the MCIC involving, directly or indirectly, any matter in any way arising out of or related to this Agreement shall be brought only in a court in Cuyahoga County, Ohio. SECTION XV -ENTIRE AGREEMENT. This Agreement constitutes the entire agreement of the Parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, understandings and arrangements concerning such subject matter. SECTION XVI -MODIFICATION. By the mutual consent of the Parties, this Agreement may be modified whenever such modifications are deemed necessary. Any such modifications to this Agreement shall be by written amendment signed by the Parties. Page 6