5.1 ERMUSR 06-14-2022 - Laserfiche WebLink

Home Browse Search

transferred to the Utilities’s successors and assigns. Any purported assignment in violation of this Section will be null and void. In the event any assignment is made, this Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. 12.9.Cumulative Remedies. The rights and remedies under this Agreement are cumulative and are in addition to and not in substitution for any other rights and remedies available at law or in equity or otherwise. 12.10.Equitable Remedies. Employee acknowledges that a breach or threatened breach of any of its obligations under Section 5 or Sections 7 through 10, would give rise to irreparable harm to the Utilities for which monetary damages would not be an adequate remedy, and hereby agrees that in the event of a breach or a threatened breach by Employee of any such obligations, the Utilities will, in addition to any and all other rights and remedies that may be available to it in respect of such breach, be entitled to equitable relief, including a temporary restraining order, an injunction, specific performance, and any other relief that may be available from a court of competent jurisdiction (without any requirement to post bond). 12.11. Amendment. This Agreement may be amended, modified, or supplemented only by an agreement in writing executed by all of the parties to this Agreement. 12.12. Waiver. No waiver by any party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any party will operate or be construed as a waiver in respect of any failure, breach, or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement will operate or be construed as a waiver thereof; nor will any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege. 12.13. Severability; Blue Pencil. If any term or provision of this Agreement is found to be invalid, illegal, or unenforceable under applicable law, such provision will be ineffective only to the extent of such invalidity, illegality, or unenforceability without invalidating the remainder of such provision or any other term or provision of this Agreement. To the extent legally permissible, any such illegal, invalid, or unenforceable provision will be replaced by a valid provision that will implement the commercial purpose of the Agreement. 12.14. Headings, Gender, Etc. The headings in this Agreement are for convenience only and will not in any way affect the meaning or interpretation of this Agreement. Except where the context requires otherwise, the use of terminology of any of the masculine, feminine, or neuter genders will include all such genders, and the use of the singular number will include the plural and vice versa. 12.15. Third-Party Beneficiaries. Employee acknowledges and agrees that the Affiliates are third-party beneficiaries of this Agreement and may enforce the provisions of this Agreement that confer benefits on them as if they were each a signatory to this Agreement. 12 48943343v3 152