Resolution 2020-82 - Laserfiche WebLink

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the Board. In addition, this Agreement shall automatically terminate in the event there are four (4) Members or fewer to this Agreement whether by voluntary withdrawal from the Roundtable or termination as a result of a default as described in Section 5 of Article II above. 4. Non -Appropriation. Notwithstanding any other provision contained in this Agreement to the contrary, the payment of Member obligations in fiscal years subsequent to the current year is contingent upon funds for this Agreement being appropriated and budgeted. If funds for this Agreement are not appropriated and budgeted in any year subsequent to the fiscal year of execution of this Agreement by any Member, then it shall be deemed that such Member has withdrawn from the Roundtable upon receipt of such notice of non -appropriation by the Board, and all of such Member's rights and obligations with respect to the Roundtable shall terminate effective as of the date in such notice of non -appropriation. Jefferson County's fiscal year is currently the calendar year. 5. No Third -Party Rights. This Agreement does not and shall not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition contained herein or the breach thereof. 6. Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado. Venue and jurisdiction for any dispute arising hereunder shall lie with the District Court of Jefferson County. 7. Severability. The provisions of this Agreement are severable. If a provision or any part of this Agreement or the application thereof to any person, entity, or circumstance is held invalid, such invalidity shall not affect the other provisions or applications of this Agreement, and in such event this Agreement shall be construed in all respects as if such invalid provision were omitted. 8. Binding Agreement. The provisions of this Agreement shall bind and inure to the benefit of each Member and its respective successors and permitted assigns, if any. 9. Entire Agreement. This Agreement constitutes and represents the entire, integrated agreement among the Members with respect to the matters set forth herein, and supersedes any and all prior negotiations, representations, agreements, or arrangements of any kind, whether written or oral, with respect to those matters. 10. Headings. The headings provided throughout this Agreement are for convenience and reference only and in no way define, limit, or add to the meaning of any provision hereof. 11. Counterparts and Electronic Signatures. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. The Members agree to allow the use of electronic signatures for execution of this Agreement. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, CRS §§ 24 71.3 101 to -121. 12. Authority to Enter Agreement. The signatures of those representatives of the Members below affirm that they are authorized to enter into and execute this Agreement and that all necessary actions, notices, meetings, and/or hearings pursuant to any law required to authorize the execution of this Agreement have been made. A RMMA-CNR Establishing IGA Final September 30, 2020