95-149 Ordinance - Laserfiche WebLink

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SECTION 9- GOVERNING LAW. This Agreement has been executed, delivered in, and shall be interpreted, construed, and eRforced pursuant to and in accordance with the laws of the State of Ohio. Cuyahoga County, Ohio shall be the venue for any action, special proceeding, or other proceeding that may be brought, or arise out of, in connedion with or by reason of this Agreement. Customer and Valley agree that any dispute relating to the interpretation, enforcement or breach of this Agreement, or otherwise arising out of or relating hereto, shali be submitted for arbitration in accordance with the Commercial Arbitration rules of the American Arb+tration Association. The arbitration shall occur in Cleveland, Ohio and the tees and expenses of the arbitration shall be awarded by the arbitrator(s) based on the relative merits of the positions of the parties. SECTION 10 - SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon and to the benefit of the parties hereto and their successors and assigns. Customer hereby specifically agrees that Vaffey may assign or subcontract any or all Services hereunder to an entity under the control of or under common controt with Valley. Any other assignment or delegation of the rights or duties under this Agreement shall not be made without the prior written consent of the other party. SECTION 11 - ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement between parties. No prior or contemporaneous agreement, understanding, or promise, whether written or oral, shall be valid or binding. This Agreement may oniy be modified through the written Agreement of the parties. SECTlON 12 - SAVING CLAUSE. Should any provisions of this Agreement (or a part thereoD be held to be unenforceable, the remaining provisions shall remain in force. SECTION 13 - WAIVER. The failure of a party to properly enforce a right hereunder shaN not constitute a waiver of such right and the waiver of a right by a party upon the breach of this Agreement by the other party shall not constitute a waiver with respect to subsequent breaches. Date "Customer" VALLEY PHYSlCIANS SERVICES, INC. 0", '1'- /8 - C2 c.T, ?' - By: Date rl? President 4 By: