2018_08-28_PWETCpacket - Laserfiche WebLink

Home

reasonable attorney's fees (collectively "Liabilities") resulting from any third party actions relating to the breach of any representation or warranty in this Agreement and from injury to or death of persons, and damage to or loss of property to the extent caused by or arising out of the negligent acts or omissions of, or the willful misconduct of, the indemnifying party. The party seeking indemnification hereunder shall notify the indemnifying Party in writing of any Liability asserted, or known to be under commencement, by a third party as soon as possible and cooperate with the indemnifying Party. The indemnifying Party shall immediately take control of the defense and investigation of Liabilities at the indemnifying Party's sole expense. XV. DISPUTE RESOLUTION AND AMENDMENT 15.1 The Parties shall make good faith efforts to resolve any claims, disputes or other matters related to this Agreement by mediation, the costs of which shall be shared equally by the parties. The mediator shall be jointly selected and if the parties cannot agree upon a mediator, this mediation requirement is waived. If mediation does not resolve the claim or dispute, either Party may invoke all legal remedies available to it, including without limitation the initiation of an action in district court. 15.2 This Agreement may be amended only by written agreement of both Parties. XVI. FORCE MAJEURE 16.1 Force Majeure shall mean any event or circumstance not within the control of the Parties to the extent that the circumstance could not be prevented or avoided by a Party, the event is not due to a Party's negligence or willful misconduct, or such an event is not the result of any failure of a Party to perform any of its obligations under this Agreement. Force Majeure events may include but are not limited to acts of God, war, terrorism, riot or civil unrest, labor strikes, fire, floods, epidemics, or hazardous materials existing on the Site prior to Operator's start of construction or during the period of Project's commercial operation. 16.2 Except as provided in Section 2.4(a) above, neither Subscriber nor Operator shall be considered in default or breach in the performance of their obligations under this Agreement to the extent that performance of any such obligation is prevented or delayed by a Force Majeure circumstance or event. XVII. NOTICES Any notice required, permitted, or contemplated under this Agreement shall be in writing and addressed to the Party to be notified at the address set forth below or at such other address or addresses as a Party may designate for itself from time 11