Reso 2018-2806 - Laserfiche WebLink

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Miami-Dade County,FL BW9872-1/20 electric power, environmental conditions, transportation, or operating with operating systems, media or other software programs or use with hardware not approved by Econolite. 12. Econolite is not responsible for obsolescence of the ATMS that may result from changes in Agency computer or informational needs requirements or from changes in Agency's operational hardware or software programs. 13. Econolite warrants the ATMS will perform as defined in the published product specification provided that: (a) the ATMS is used only with the hardware approved by Econolite and in accordance with Econolite's documentation and use instructions; (b)the hardware is in good operating condition at all times and is installed in a suitable operating environment and is regularly maintained in accordance with the user documentation provided by Econolite or the manufacturer; (c) any error or defect in the ATMS is not caused by Agency, ifs employees, agents, contractors, or any third party. • 14. Major system upgrades that include new features and functions also include new ATMS user manuals, and on-line help information. New documentation is not generated for minor system upgrades to correct errors, but the on-line help information will be updated. 15.Any lawsuit pertaining to any matter arising under, or growing out of this Agreement shall adhere to Article 46, Governing Law, of the agreement, BW9872-1/20. 16. This Agreement shall adhere to Article 26, Consent of the County Required for Assignment, of the agreement, BW9872-1/20. 17. No supplement, modification or amendment of this Agreement or waiver of the provisions • thereof shall be binding unless executed in writing by Agency and Econolite. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver.' 18. In the event any action in law or equity, arbitration or other proceeding is brought for the enforcement of this Agreement or in connection with any of the provisions of this Agreement; the prevailing party shall be entitled to other costs reasonably incurred in such action or proceeding. • 19. In the event any of the provisions of this Agreement shall, for any reason, be held void or unenforceable, the remaining provisions shall remain in full effect and shall control. 20.Any provisions of this Agreement prohibited by the law of any state shall, as to said state, be ineffective to the extent of such prohibition without invalidating the remaining provisions of this Agreement. 21. Should any obligation of either party hereunder be delayed by events beyond such party's control, including but not limited to, natural or man-made disasters, strikes, government actions or regulations, failure of a third party to comply or conform or inability to obtain labor or materials through its regular sources, that party's time for performance shall be extended by the period of delay upon approval by Agency. 22. Except as otherwise provided in this Agreement, no provision of this Agreement is intended, nor shall be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any affiliate or subsidiary, and all provisions hereof shall be personal solely between the parties hereto. 23.Any provision which by its nature shall survive the expiration, cancellation or early termination of this Agreement shall survive the expiration, cancellation or early termination of this Agreement. Page 55 of 57