2017 024 Ordinance - Laserfiche WebLink

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With respect to any legal claims or The County of Cuyahoga, Ohio disputes, and/or issues of liability, a Attn: Cuyahoga County Director of Law simultaneous copy must be sent to: Cuyahoga County Department of Law 2079 East Ninth Street, 7"' Floor Cleveland, Ohio 44115 To Village: Mayor Brenda T. Bodnar (Enter Village Address) Mayfield Village 6622 Wilson Mill Road Mayfield Village, Ohio 44143 ARTICLE 5 Miscellaneous. 5.1 Force Majeure Event. Notwithstanding anything to the contrary set forth herein, if either Party shall be delayed, hindered in, or prevented from, the performance of any covenant or obligation hereunder, as a result of any Force Majeure Event, and, provided that the Party delayed, hindered in, or prevented from performing notifies the other Party both of the commencement and of the expiration of such delay, hindrance or prevention (each notice being required within a reasonable time period no longer that fourteen (14) days of when such Party knew or should have known, using commercially reasonable diligence, of the respective event), then performance of such covenant or obligation shall be excused for the period of such delay, hindrance or prevention and the period of performance of such covenant or obligation shall be extended by the number of days equivalent to the number of days of the impact of such delay, hindrance, or prevention. The Parties shall use commercially reasonable efforts to mitigate the adverse effect and duration of the Force Majeure Event and to perform all of their obligations hereunder that are not affected by the Force Majeure Event. As used in herein, a "Force Majeure Event" shall mean the occurrence of any of the following: acts of God; the confiscation or seizure by a governmental authority; insurrections; wars or war-like action; multi-site or regional strikes; landslides, lightning, earthquakes, fires, hurricanes, storms, floods, or other such severe weather; explosions; epidemics (as declared by the U.S. Center for Disease Control and Prevention); civil disturbance or disobedience; riot, sabotage, terrorism or threats of sabotage or terrorism; change in law that prohibits or materially interferes with the Project; or other cause that is not within the reasonable control of the Party claiming the right of delay or excuse performance on account of such occurrence. Notwithstanding the foregoing,. "Force Majeure Event" shall not include an inability to pay debts or other monetary obligations in a timely manner. 5.2 Governing Law/Jurisdiction. This Contract shall be governed by, and shall be construed and enforced in accordance with, the laws of the State of Ohio. The parties agree that the state and federal courts sitting in Ohio will have exclusive jurisdiction over any claim arising out of this Contract, and each party consents to the exclusive jurisdiction of such courts. Village Page 3 of 9