Res 2003-066 - Laserfiche WebLink

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hereunder to any party having purchased substantially all of the shares or assets of the Party upon written notice to the other Party. Where a Party wishes to assign its right to another person pursuant to this section, it shall obtain from that other person a binding undertaking in favor of the other Party, under which the proposed assignee undertakes to comply with all provisions of this Agreement as if it was an original signatory to it. 9.11 Force Majeure. The performance obligations of the Parties to this Agreement (other than dates for payment) shall be postponed automatically to the extent and for the period of time that any Party is prevented from meeting its obligations hereunder by reason of any causes beyond the Party's reasonable control including, without limitation, acts of God, acts of civil or military authority, fires, floods, epidemics, quarantine restrictions, war, riots, strikes, lock-outs, or delays in transportation provided the Party prevented from rendering performance notifies the other Party immediately and in detail of the commencement and nature of such a cause. 9.12 Invalidity of Provisions. 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. 9.13 Exhibits and Attachments. Any exhibits and/or attachments attached to this Agreement are incorporated by reference into this Agreement as though included verbatim herein. 9.14 No Waiver. A waiver of any provision of this Agreement shall constitute neither a waiver of any other provision nor a continuing waiver, unless expressly indicated otherwise in writing. 9.15 Notice. Any notice required or permitted hereunder shall be given by personal delivery, registered mail or facsimile to the Parties at the following addresses: If to Harris, at: 117 Centrepointe Drive, Suite 200 Nepean, Ontario, K2G 5X3 Attention: President If to San Marcos, at: City Manager The City of San Marcos 630 East Hopkins Street San Marcos, Texas 78666 Any notice given by personal delivery or facsimile shall be deemed to have been given on the date of delivery or transmission, as the case may be, unless such delivery or transmission is made following normal business hours in the location of the recipient in which case notice shall be deemed to have been given on the next succeeding business day in the location of the recipient. Notices given by registered mail shall be deemed to have been given five (5) business days following the date of mailing. Either Party may change its address for service by means of written notice to the other in the manner provided above. 11