Resolution 2016-08 - Laserfiche WebLink

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except that the Parties' facilities operators shall maintain direct contact in implementing Section 1.h. Upon signing this Agreement, the Parties shall provide each other with emergency contact information, including but not limited to 24 -hour emergency phone numbers, which shall also be posted at the site. The information shall be confirmed annually and updated as necessary in the event of changes. 4. Assignment. This Agreement shall not be assigned by either Party without prior written consent of the other Party. 5. Time of Essence/Delays. Time is of the essence in the performance of this Agreement. However, any delays in or failure of performance by any Party of its obligation under this Agreement shall be excused if such delays or failure are a result of acts of God, fires, floods, strikes, labor disputes, accidents, regulations or orders of civil or military authorities (other than of a Party), shortages of labor or materials, or other similar causes which are beyond the control of such Party. 6. Default and Right to Cure. In the event that either Party shall be in default of this Agreement, the other Party shall provide notice to the defaulting Party specifically describing the default. The Party allegedly in default shall have 30 days from the date of such notice to cure the default. If such default is not so cured, the non - defaulting Party may cure the default at the expense of the defaulting Party, in which case the defaulting Party shall reimburse the non - defaulting Party for all expenses incurred, including without limitation all staff, administrative and overhead expense. Additionally, if the default is in the payment of amounts due, the non - defaulting Party may bring an action for collection of amounts due. The provisions hereof are in addition to the right of termination set forth in Section 1.i. 7. Integration and Amendment. This Agreement represents the entire agreement between the Parties and there are no oral or collateral agreements or understanding. This Agreement may be amended only by an instrument in writing signed by the Parties. If any provision of this Agreement is held invalid or unenforceable, no other provision shall be affected by such holding, and all of the remaining provisions of this Agreement shall continue in full force and effect. 8. Governing Law. This Agreement shall be governed by the laws of the State of Colorado. 9. Execution in Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed on original and all of which shall constitute but one and the same instrument. 10. No Third Party Beneficiaries. This Agreement is intended to describe the rights and responsibilities only as to the Parties hereto. This Agreement is not intended and shall not be deemed to confer any rights on any person or entity not named as a Party hereto. 11. Execution Required. This Agreement shall not be binding upon any Party hereto unless and until all of the Parties have executed this Agreement. 12. Term. This Agreement shall become effective upon its execution by the Parties and shall remain in effect for so long as the emergency overflow connection is in place. This Agreement may be terminated only by mutual written agreement of the Parties or as provided in Section 1.1. 3