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4.03 Authorized Parties. Whenever under the provisions of this Agreement or any other <br /> related documents and instruments, any supplemental agreement, request, demand, approval, <br /> notice or consent of the Commission or LIPPERT is required, or any of such parties is required <br /> to agree or to take some action at the request of another party, such approval or such consent or <br /> request shall be given (unless otherwise provided herein or prohibited by law) for the <br /> Commission by the President of the Commission or his written designee, and for LIPPERT by <br /> any officer of LIPPERT so authorized; and any person shall be authorized to act on any such <br /> agreement, request, demand, approval, notice or consent or other action and none of the parties <br /> hereto shall have any complaint against the other as a result of any such action taken. <br /> ARTICLE V. GENERAL PROVISIONS <br /> 5.01 Indemnity; No Joint Venture or Partnership. LIPPERT covenants and agrees, at the <br /> expense of LIPPERT, to pay and to indemnify and save the Commission, and its officers and <br /> employees (the "Indemnitees") harmless of, from and against, any and all claims, damages, <br /> demands, expenses and liabilities resulting directly or indirectly from or related to this <br /> Agreement or the Equipment, unless such claims,damages,demands,expenses or liabilities arise <br /> by reason of the negligent or other wrongful act or omission of the Commission, its agents <br /> or other Indemnitees. However, nothing contained in this Agreement shall be construed as <br /> creating either a joint venture or partnership relationship between the Commission and <br /> LIPPERT. <br /> 5.02 Time of Essence. Time is of the essence of this Agreement. The parties shall make every <br /> reasonable effort to expedite the subject matters hereof(subject to any time limitations described <br /> herein) and acknowledge that the successful performance of this Agreement requires their <br /> continued cooperation. <br /> 5.03 Breach. Before any failure of any party of this Agreement to perform its obligations <br /> under this Agreement shall be deemed to be a breach of this Agreement,the party claiming such <br /> failure shall notify, in writing, the party alleged to have failed to perform such obligation and <br /> shall demand performance. No breach of this Agreement may be found to have occurred if <br /> performance has commenced to the reasonable satisfaction of the complaining party within thirty <br /> (30) days of the receipt of such notice. If after said notice, the breaching party fails to cure the <br /> breach, the non-breaching party may seek any remedy available at law or equity, including the <br /> remedy of specific performance. <br /> 5.04 Amendment. This Agreement, and any exhibits attached hereto, may be amended only <br /> by the mutual consent of the parties, by the adoption of a resolution of the Commission <br /> approving said amendment, as provided by law and by the execution of said amendment by the <br /> parties or their successors in interest. <br /> 5.05 No Other Agreement. Except as otherwise expressly provided herein, this Agreement <br /> supersedes all prior agreements,negotiations and discussions relative to the subject matter hereof <br /> and is a full integration of the agreement of the parties. <br />