4.2. ERMUSR 01-08-2013 - Laserfiche WebLink

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successors and assigns. This Agreement has been made under, and will be interpreted and controlled by,the laws of the State of Minnesota. No waiver of the provisions of this Agreement will be effective unless in writing, executed by the party to be charged with such waiver. No waiver will be a continuing waiver or waiver in respect of any subsequent breach or default, either of similar or different nature, unless expressly stated in writing. This Agreement may be executed in any number of counterparts and each such counterpart will be an original instrument, but all such counterparts together shall constitute but one Agreement. If any provision of this Agreement is determined by a Court of Law to be invalid or unenforceable, the Court may modify that provision to be within the limits of enforceability or validity, if feasible; however, if the offending provision cannot be so modified, it may be stricken and all other provisions of this Agreement in all other respects shall remain valid and enforceable. Upon Closing, Buyer will neither assume nor undertake to pay, satisfy or discharge any liabilities, obligations or commitments of any Seller other than those specifically agreed to between the parties and set forth in this Agreement. All of the covenants, representations and warranties of this Agreement, or in any schedule, exhibit, certificate, or document delivered in connection with this Agreement will survive and be enforceable after the Closing. At any time and from time to time after the Closing Date, each party shall, upon request of another party, execute, acknowledge and deliver all such further and other assurances and documents, and will take such action consistent with the terms of this Agreement as may be reasonably requested to carry out the transactions contemplated herein, and to permit each party to enjoy its rights and benefits hereunder. [Signature page(s) to follow] 7.