Resolution 2021-13 - Laserfiche WebLink

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21. Entire Agreement. This Agreement and the exhibit attached hereto constitute the entire understanding between Seller and Purchaser and supersedes and replaces any prior agreements or understandings between the Parties concerning the subject matter herein, and is binding upon the agents, personal representatives, heirs, lessees, assigns, and all other successors in interest to the Parties. The Parties expressly represent and warrant that they have not relied upon any statement, representation, or promise made by any Party or the agent of any Party concerning the subject matter of this Agreement that is not set forth herein. 22. Modifications. This Agreement may be modified, amended, changed, or terminated, in whole or in part, only by an agreement in writing duly authorized and executed by the Parties. 23. Provisions Severable. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under present or future laws, such provision shall be fully severable. 24. Use of CBT Units. Prior to the Closing, Seller shall take all actions necessary to maintain the historic use of the CBT Units. 25. Headings. The headings, captions, and titles contained herein are intended for convenience and reference only and are not intended to define, limit, or describe the scope of intent of any of the provisions of this Agreement. 26. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Colorado. 27. Governmental Immunity. The Parties understand and agree that the monetary limitations and all other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. § 24-10-101, et seq., as amended from time to time, may apply to actions arising from or related to this Agreement. This Agreement in no way constitutes a waiver for either Party or their rights, immunities, and other protections provided for by law. IN WITNESS WHEREOF, Seller and Purchaser have executed this Agreement as of the day and year first set forth above. ****SIGNATURES ON FOLLOWING PAGE**** Page 7 of 11