01-10-2018 Council Packet - Laserfiche WebLink

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23. Modifications. This Agreement may be modified only by a contract in writing executed by the party to this Agreement against whom enforcement of such modification is sought. 24. Prior Understandings. This Agreement contains the entire agreement between the parties to this Agreement with respect to the subject matter of the Agreement, is intended as a final expression of such parties' agreement with respect to such terms as are included in this Agreement, is intended as a complete and exclusive statement of the terms of such agreement, and supersedes all negotiations, stipulations, understanding, agreements, representations and warranties. If any, with respect to such subject matter, which precede or accompany the execution of this Agreement. 25. Waiver. Any waiver of a default under this Agreement must be made in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. No delay or omission in the exercise of any right or remedy shall impair such right or remedy or be constructed as a waiver. A consent to or approval of any act shall not be deemed to waive or render unnecessary consent to or approval of any other or subsequent act. 26. Drafting Ambiguities. Each party to this Agreement has reviewed and had the opportunity to revise this Agreement. Each party to this Agreement has had the opportunity to have legal counsel review and revise this Agreement. The rule of construction that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or of any amendments or exhibits to this Agreement. 27. Jurisdiction and Venue. This Agreement is to be construed pursuant to Laws of the State of Minnesota. Jurisdiction and venue for any claim arising out of this Agreement shall be made in the State of Minnesota, County of Ramsey. 28. Receipt of Copy. TCO hereby acknowledges that it has received a signed copy of this Agreement. 29. MISCELLANEOUS A. It is understood that this Agreement contains the entire agreement between City and TCO and that no statement, promise, or inducements have been made to any party hereto, or any officer, agent, or employee of either party hereto which is not contained within this written Agreement. B. This Agreement may not be enlarged, modified, or altered except in writing signed by the parties and endorsed herein. It is expressly understood between the parties hereto and this understanding should be considered in interpreting the provisions of this Agreement, that upon notice given by any party hereto, later negotiations may be undertaken for the purpose of revising, adding to or striking any provision or provisions of this Agreement which appear unworkable or insufficient to perfect, maintain, and ensure the purpose of this Agreement. Any change to the original provisions of this Agreement mutually acceptable to both parties shall be written and attached to this Agreement as provided above and