Reso 2007-1156 - Laserfiche WebLink

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whatever competent legal advice and counsel was necessary for them to form a full and complete understanding of all rights and obligations herein. 20.4. Counterparts. This Agreement may be signed in any number of counterparts, each of which constitutes the Agreement of the Parties and each of which will be treated as an original. 20.5. Entire Agreement. This Agreement sets forth the entire agreement between the Parties relating to the joint use of all facilities. This Agreement supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the Parties. 20.6. Gender. In this Agreement, the masculine includes the feminine and neuter, the singular includes the plunil, and the plural includes the singular as the context requires. 20.7. Governing Law; Compliance with Laws and Venue. This Agreement will be interpreted and enforced in accordance with Florida law, and the venue for all disputes shall be Miami-Dade County, Florida. The Parties agree that they shall comply with all applicable laws, ordinances and codes of all governmental authorities, including the Americans with Disabilities Act, and the Jessica Lunsford Act (HB988 (2007), effective August 2007), as it may be further amended and to the extent required by applicable law. 20.8. Notices. All notices and other communications which are required to be given under this Agreement shall be in writing and must either be (a) hand-delivered, (b) sent by Federal Express or a comparable overnight mail service, (c) mailed by U.S. registered or certified mail, return receipt requested, postage prepaid, or (d) sent by telephone facsimile transmission with transmission receipt, with an original copy of the transmission mailed by regular first-class mail not later than the first Business Day after the facsimile is sent. Notices should be sent to City and School Board at their respective addresses set forth in Section 16. I of this Agreement. Notice is effective upon delivery or refusal of delivery of notice. Any notice delivered after 5:00 p.m. will be deemed to be delivered on the following Business Day. The addressees and addresses for notice may be changed by giving notice. Until written notice of a change in address is delivered, the last addressee and address stated in Section 16.1 of this Agreement is in effect for all purposes. 20.9. Personal Liability of Parties. The Parties acknowledge that this Agreement is entered into by two governmental entities. The Parties agree that no individual elected official, employee, or representative of any party to this Agreement shall have any personal liability under this Agreement. 20. I O. Section and Paragraph Headings. The section and paragraph headings contained in this Agreement are for purposes of identification only and are not to be considered in construing this Agreement. 20.11. Severability. If any provision of this Agreement is declared invalid or unenforceable by a court of competent jurisdiction, the invalid or unenforceable provision will be stricken from the Agreement, and the balance of the Agreement will remain in full force and effect as long as to do so would not affect the overall purpose or intent of the Agreement. 20.12. Successors and Assigns. This Agreement will inure to the benefit of and be binding upon City and School Board, and their respective legal representatives, successors, and pennitted assigns. 12