Res 2011-078 - Laserfiche WebLink

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b) Entire Agreement: This Agreement contains the entire agreement between the parties and supersedes all prior understandings and agreements between the parties regarding such matters. This Agreement may not be modified or amended except by written agreement executed by both parties. Neither party may assign this Agreement without the written consent of the other party. C) Interpretation: The parties acknowledge and confirm that this Agreement has been entered into pursuant to the authority granted under the Act. All terms and conditions are to be construed and interpreted consistently with the Act. d) Invalid Provision: Should any provision in this Agreement be found or deemed to be invalid, this Agreement will be construed as not containing the provision and all other provisions which are otherwise lawful will remain in full force and effect, and to this end the provisions of this Agreement are declared to be severable. e) Choice of Law and Place of Performance: This Agreement is governed by the law of the State of Texas. Performance and all matters related thereto shall be in Hays County, Texas. f) Termination: Either party may terminate this Agreement for convenience prior to the City's DEUP bid award by giving 30 days advance written notice to the other party. g) Dispute Resolution: The parties will use the dispute resolution process provided for in CHAPTER 2260 OF THE TEXAS GOVERNMENT CODE to attempt to resolve any claim that either party makes for breach of this agreement. h) Authoritv to Contract: Each party has the full power and authority to enter into and perform this Agreement, and the person signing this Agreement on behalf of each party has been properly authorized and empowered to enter into this Agreement. The persons executing this Agreement hereby represent that they have authorization to sign on behalf of their respective corporations. i) Waiver: Failure of any party, at any time, to enforce a provision of this Agreement shall in no way constitute a waiver of that provision nor in any way affect the validity of this Agreement, any part hereof, or the right of either party thereafter to enforce each and every provision hereof. No term of this Agreement shall be deemed waived or breach excused unless the waiver shall be in writing and signed by the party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver of or excuse of any other different or subsequent breach. j) Headings, Gender, Number: The article headings are used in this Agreement for convenience and reference purposes only and are not intended to 0