2018 045 Resolution - Laserfiche WebLink

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9; Miscellaneous. a. Village Council. This Agreement and all terms and provisions hereof are subject to and conditioned upon the approval of the Mayfield Village Council. b. Approvals of the Village. Any provision of this Agreement requiruig the approval of the Village, the satisfaction or evidence of satisfaction from the Village, certificate or certification by the Village where the opinion of the Village shall be interpreted as requiring action by the Mayor, Planning Commission, Zoning Board of appeals, or Village Council (or such other applicable official(s) as the Mayor may from time to time appoint or designate) granting, authorizing or expressing such approval, satisfaction, certification or opinion, as the case may be, unless such provision or the administrative procedures applicable to the Village expressly provide otherwise. c. Severability. If any one or more of the provisions contained herein shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions of this Agreement, but this Agreement sha11 be construed as if such invalid, illegal or unenforceable provisions had not been contained herein. d. Estoppel Certificate. Each party agrees that within thirty (30) day,s after receipt of written request from the other party, it will issue to such party, or its prospective mortgagee or successor, an estoppel cerkificate stating to the best of such party's knowledge that as of such date: i) whether it knows of any default under this Agreement by the requesting party, and if there are any known defaults, specifying the nature thereof; ii) whether this Agreement has been assigned, modified or amended in any way by it and if so, then stating the nature thereof; iii) whether this Agreement is in full force and effect; and iv) any other reasonable matters relating to this Agreement. e. Waiver. The failure of either party to insist, in any one or more instances, upon a strict performance of any of the terms and conditions of this Agreement, or to exercise or fail to exercise any option or right contained herein, sha11 not be consfixed as a waiver or a relinquishment for the future of such right or option, but same shall continue and remain in full £orce and effect. The continued performance by either party of this Agreement with lrnowledge of the breach of any term or condition hereof shall not be deemed a waiver of such breach, and no waiver by either party of any provision hereof, shall be deemed to have been made, or operate as estoppel, unless expressed in writing and signed by such party.