Reso 98- 58 - Laserfiche WebLink

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10.2The COUNTY shall not assign, delegate, or otherwise transfer its rights and obligations as set forth in this AGREEMENT without the prior written consent of the CITY. Any attempted assignment in violation of this provision shall be void. ARTICLE 11 GENERAL PROVISIONS 11.1 Notwithstanding any provisions of this AGREEMENT to the contrary, the Parties shall not be held liable for any failure or delay in the performance of this AGREEMENT that arises from fires, floods, strikes, embargoes, acts of the public enemy, unusually severe weather, outbreak of war, restraint of Government, riots, civil commotion, force majeure, act of God, or for any other cause of the same character which is unavoidable through the exercise of due care and beyond the control of the Parties. Failure to perform shall be excused during the continuance of such circumstances, but this AGREEMENT shall otherwise remain in effect. This provision shall not apply if the "Scope of Services" of this AGREEMENT specifies that performance by COUNTY is specifically required during the occurrence of any of the events herein mentioned. 11.2In the event any provisions of this AGREEMENT shall conflict, or appear to conflict, the AGREEMENT, including all exhibits, attachments and all documents specifically incorporated by reference, shall be interpreted as a whole to resolve any inconsistency. 11.3 Failures or waivers to insist on strict performance of any covenant, condition, or provision of this AGREEMENT by the Parties, their successors and assigns shall not be deemed a waiver of any of its rights or remedies, nor shall it relieve the other Party from performing any subsequent obligations strictly in accordance with the terms of this AGREEMENT. No waiver shall be effective unless in writing and signed by the Party against whom enforcement is sought. Such waiver shall be limited to provisions of this AGREEMENT specifically referred to therein and shall not be deemed a waiver of any other provision. No waiver shall constitute a continuing waiver unless the writing states otherwise. I I A Should any term or provision of this AGREEMENT be held, to any extent, invalid or unenenforceable as against any person, entity or circumstance during the term hereof, by force of any statute, law, or ruling of any forum of competent jurisdiction, such invalidity shall not affect any other term or provision of this AGREEMENT, to the extent that the AGREEMENT shall remain operable, enforceable and in full force and effect to the extent permitted by law. 11.5 This AGREEMENT may be amended only with the written approval of the Parties hereto. 11.6Prior to engaging in any discussions with the news media pertaining to this AGREEMENT, the CITY shall notify the COUNTY. This includes news releases, media requests for interviews, feature articles, facts sheets, or promotional materials. 0