4.8 SR 03-21-2022 - Laserfiche WebLink

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representations or warranties under this Agreement. Client specifically acknowledges that the use of investigative equipment and practices may unavoidably alter the existing site conditions and affect the environment in the area being studied, despite, the use of reasonable care and, Client shall indemnify and hold Blondo Consulting harmless from claims of any kind and nature related to the alteration of the project site by Blondo Consulting during the provisions of the Services. Each party hereby waives against the other party, including that party's employees, officers, directors, agents, insurers, partners, and consultants, any and all claims for entitled to special, incidental, indirect, or consequential damages arising out of, resulting from, or in any way related to the Project. Blondo Consulting's total liability to client under this Agreement shall be limited to the total amount of compensation received by Blondo Consulting under this Agreement. 10. RELATIONSHIP. Blondo Consulting is an independent contractor of the Client. This Agreement does not create an employment, agency, partnership, or joint venture relationship as between the parties. In performing the Services set forth in this Agreement, Blondo Consulting will have neither express nor implied power to execute agreements on the Client's behalf or in any manner bind the Client as to any matter not within the scope of this Agreement. I I. EXCLUSIVITY. The parties expressly acknowledge that this Agreement does not create an exclusive relationship between the parties. The Client is free to engage, and Blondo Consulting is free to offer and to perform, services of the same or similar nature to the Services under this Agreement. 12. NOTICES. All notices provided for in this Agreement shall be in writing and shall be deemed to have been duly given if delivered personally, via email, facsimile, or US mail return receipt requested and postage prepaid. Any party may change the address to which notices hereunder are to be sent to it by giving written notice of such change of address in the manner herein provided for giving notice. Any notice delivered personally, via email or facsimile shall be deemed to have been given on the date it is so delivered, and any notice delivered by US mail shall be deemed to have been duly given three business days after it is sent to the intended recipient at the address set forth above. I 3. APPLICABLE LAW. This agreement shall be construed in accordance with and governed by the laws of the State of Minnesota without regard to the conflict of law provisions thereof. 14. MISCELLANEOUS. (a) No Waiver. A failure of any party to insist in any instance upon the strict and punctual performance of any provision of this Agreement shall not constitute a continuing waiver of such provision. (b) Severabilitv. If any provision of this Agreement is deemed invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall be unaffected thereby and shall remain binding and in full force and effect. (c) Amendment. This Agreement may be amended or modified only by a written instrument signed by each of the parties hereto. (d) Survival. All rights and obligations of the parties to this Agreement, other than the obligation to perform and/or purchase Services, shall survive expiration or termination of this Agreement. (e) Assignment. The Client may not assign, encumber, or transfer its rights or obligations under this Agreement without Blondo Consulting's written consent. (� Force Majeure. Neither party shall be considered in breach of this Agreement if the party is unable to perform hereunder due to fire, natural disaster, labor dispute, act of God or any other event beyond the party's control. (g) Captions. The numbering and captions in this Agreement are for convenience and reference only. (h) Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and supersedes all prior agreements and understandings, either or oral or written with respect thereto.