Reso 2022-3436 - Laserfiche WebLink

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13. Notices. Any and all notices required or desired to be given hereunder shall be in writing and shall be deemed to be duly given when delivered by hand or three (3) business days after deposit in the United States mail, by registered or certified mail, return receipt requested, postage pre -paid, and addressed to the applicable party to the address set for such party set forth at the top of this Agreement (or to such other address as either party shall hereafter specify to the other in writing). 14. Severability. In the even any term or provision of this Agreement is determined by appropriate judicial authority to be illegal or otherwise invalid, such provision shall be given its nearest legal meaning or be construed as such authority determines, and the remainder of this Agreement shall be construed in full force and effect. 15. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 16. Governing Law. This Agreement shall be governed by, enforced, and construed under the laws of the State of Florida. Venue for all actions, litigation, and/or other proceedings arising out of this Agreement shall be exclusively in Miami -Dade County, Florida. The parties hereby knowingly and voluntarily waive the right to a trial by jury of any claim, controversy, or disputed matter between them arising under, out of or in connection with this Agreement. The prevailing party in any action, litigation or other proceeding that is based on any claim, controversy or other disputed matter arising under, out of or in connection with this Agreement shall recover from the non -prevailing party all fees, costs and expenses (including without limitation, reasonable attorneys' fees and costs through all trial, appellate and post judgement levels and proceedings) included by the prevailing party in such action, litigation or other proceeding. 17. Entire Agreement. This Agreement includes all exhibits attached hereto. This Agreement, together with all such exhibits, contains the entire agreement and understanding between the parties relating to the subject matter of this Agreement, and all prior or contemporaneous terms, covenants, conditions, representations, warranties, statements, agreements and understandings made by or on behalf of the parties, whether oral or written, are merged herein. 18. Non -waiver. The failure of any party to insist in any one or more instances upon strict performance of any term, covenant, condition or other provision of this Agreement will not be construed as a waiver or relinquishment of the future enforcement of such term, covenant, condition or other provision of this Agreement. 19. Counterparts. This Agreement may be executed in multiple counterparts, each of which individually shall be deemed an original, but when taken together shall be deemed to be one and the same Agreement. [SIGNATURE PAGES TO FOLLOW] Page 4 of 6