ERMUSR HANDOUT 08-22-2016 - Laserfiche WebLink

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accordance with this Section. 13.5 Counterparts. This Agreement may be executed in any number of counterparts which, when taken together, shall constitute a single, binding instrument. The exchange of copies of this Agreement and of signature pages by facsimile or electronic transmission shall constitute effective execution and delivery of this Agreement as to the parties and such copies may be used in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile or electronic mail shall be deemed to be their original signatures for all purposes. 13.6 Governing Law; Jurisdiction; Waiver of Jury. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Minnesota, without reference to the conflicts of laws rules of that or any other jurisdiction, except that federal laws shall also apply to the extent relevant. Subject to the requirements of alternative dispute resolutions set forth below in Section 13.7, venue and exclusive jurisdiction for enforcement of an arbitration decision shall be in the Minnesota state courts, located in Wright County, Minnesota. Seller and Buyer each hereby waives any right to jury trial in the event any party files an action relating to this Agreement or to the transactions or obligations contemplated hereunder. 13.7 Government Data Practices Act. The Buyer must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by the Seller in accordance with this Agreement, and as it applies to all data, created, collected, received, stored, used, maintained, or disseminated by the Seller in accordance with this Agreement. Arbitration. Disputes pursuant to this Agreement shall be subject to arbitration. All disputes, claims, or controversies ("disputes") arising from or related in any way to this Agreement or the Purchased Assets or their operation that arc not resolved by agreement of the arbitration rules and procedures shall be determined pursuant to the Uniform Arbitration Act in Minnesota Statutes §§ 572B.01 572B.31, or any successor provisions. The determination of any dispute in arbitration shall be governed by the laws of the State of Minnesota. This agreement to arbitrate disputes shall survive any termination of this Agreement. The arbitration decision shall be enforceable in the state courts of Minnesota, or in any other court having competent jurisdiction over a party. 13.8 Prior Agreements. The existing monitoring agreements between the Buyer and Seller shall terminate on the closing date without cost to either party. [Signature Page Follows] 12