Ordinance 2011-375 - Laserfiche WebLink

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any of the transactions contemplated hereby are consummated), including without limitation the reasonable costs and expenses of the Bank's counsel (including in-house counsel), and all feasonable costs and expenses of the Bank, including, without limitation, reasonable costs and expenses of the Bank's counsel (including in- house counsel), incurred in connection with the enforcement of its rights and remedies hereunder. Your obligation in respect of such costs and expenses shall survive the expiration or termination of this Commitment Letter. This Commitment Letter shall constitute a binding obligation of the Bank fOf all purposes immediately upon the acceptance hereof by the Borrower in the manner provided herein. Notwithstanding any other provision of this Commitment Letter, the Bank's commitments and undertakings as set forth herein shall not be or become effective for any purpose unless and until this Commitment Letter shall have been accepted by the Borrower in the manner specified below. If you are in agreement with the foregoing, please sign and return the enclosed copy of this Commitment Letter to the Bank at its office located at Steve Leth, Senior Vice President, SunTrust Bank, 8699 NW 36 Street, Government Division - 2nd Floor, Doral, FI33166 or e-mail scannedexecutedcopytoSteve.leth@suntrust.com. Unless the Bank receives such copy of this Commitment Letter duly executed by an authorized officer of the Borrower prior to 5:00 p.m. (EST), on October 10, 2011, the Bank's obligations hereunder shall terminate at such time. In no event shall the Bank have any obligation to make the financing described herein available unless the closing for such financing shall have occurred on Of prior to November 11, 2011. In addition to the foregoing, this Commitment Letter may be terminated at any time by mutual agreement. This Commitment Letter is solely for the benefit of the Borrower and the Bank, and no provision hereof shall be deemed to confer rights on any other person or entity. This Commitment Letter may not be assigned by the Borrower to any other person or entity, but the obligations of the Borrower hereunder shall be binding upon any successors of the Borrower. THIS COMMITMENT LETTER WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA WITHOUT REGARD TO THE PRINCIPLES OF CONFLICTS OF LAWS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, EACH OF THE BORROWER AND THE BANK HEREBY WAIVES JURY TRIAL IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS COMMITMENT LETTER OR ANY OTHER DOCUMENTS CONTEMPLATED HEREBY. This Commitment Letter may be executed in any numbef of separate counterparts, each of which shall collectively and separately, constitute one agreement. Upon acceptance by you as provided herein, this Commitment Letter shall supersede all understandings and agreements between the parties hereto in respect of the transactions contemplated hereby. " ,..,.' Steve Leth, SVP SunTrust Bank Institutional & Governmental Banking Group BORROWER ACCEPTS THE COM MITMENT: Date