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intended at the address set forth on page one of this Agreement or at such other address of which <br />notice has been given in accordance herewith. <br />18. NON-WAIVER. The failure by either party at any time to enforce any of the <br />provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to <br />exercise any option herein provided, shall not constitute a waiver of such provision, remedy or <br />option or in any way affect the validity of this Agreement. The waiver of any default by either Party <br />shall not be deemed a continuing waiver, but shall apply solely to the instance to which such waiver <br />is"directed. <br />19. FORCE MAJEURE. Neither party shall be responsible for failure or delay in the <br />performance of their respective obligations hereunder caused by acts beyond their reasonable control. <br />20. SEVERABILITY. Every provision of this Agreement shall be construed, to the <br />extent possible, so as to be valid and enforceable. If any provision of this Agreement so construed is <br />held by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, such <br />provision shall be deemed severed from this Agreement, and all other provisions shall remain in full <br />force and effect. <br />21. ASSIGNMENT AND BINDING EFFECT. Except as otherwise expressly <br />permitted herein, neither Party may assign, delegate and/or otherwise transfer this Agreement or any <br />of its rights or obligations hereunder without the prior written consent of the other. This Agreement <br />shall be binding upon and inure to the benefit of the Parties hereto and their respective successors <br />and assigns, including any corporation or other legal entity into, by or with which Subscriber maybe <br />merged, acquired or consolidated or which may purchase the entire assets of Subscriber. <br />22. GOVERNING LAW. This Agreement shall in all respects be governed by and <br />interpreted, construed and enforced in accordance with the laws of the United States and of the State <br />of Minnesota. <br />__. _ - <br />23. VENUE AND JURISDICTION. Any action arising out of or relating to this <br />Agreement, its performance, enforcement or breach will be venued in a state or federal court situated <br />within the State of Minnesota. Subscriber hereby irrevocably consents and submits itself to the <br />personal jurisdiction of said courts for that purpose. <br />24. INTEGRATION. This Agreement sets forth the entire Agreement and <br />understanding between the Parties regarding the subject matter hereof and supersedes any prior <br />representations, statements, proposals, negotiations, discussions, understandings, or agreements <br />regarding the same subject matter. Except as otherwise expressly provided in section 2 regarding <br />Data Services, Policies & Notices, and Request Forms, section 3 regarding Request Forms, and in <br />sections 14 and 15 regarding fees, any amendments or modifications to this Agreement shall be in <br />writing signed by both Parties. <br />~: ~;- 1 C,'st?"i:?(i~ ?L11 ~CiUT'` ~J's€~c~ .~iL;!VI€~c:;% .~fE;`1~3:3C;L`~ ?',j3C(~ ~~, ~1;~?W4 ?,~ I ~x.._~;%...i1G~i;:i <br />