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11.3 Service of Process. Company shall designate a person in California or a nationally <br />recognized service with a point of contact in California who is authorized to accept service of process <br />on behalf of Company. <br />11.4 Operations Center. Company's Operations Center shall be available to City staff 24 <br />hours a day, 7 days a week, regarding problems or complaints resulting from the Facilities installed <br />pursuant to this Agreement and may be contacted by telephone at: 1-800-624-9675 regarding such <br />problems or complaints. <br />11.5 Assignment. Company shall not assign or transfer any interest in this Agreement nor <br />the performance of any of Company's obligations hereunder, without the prior written consent of <br />City (which consent shall not be unreasonably withheld), and any attempt by Company to so assign <br />this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect; <br />provided, however, Company may assign its rights and delegate its obligations hereunder without <br />first obtaining the City's consent to a corporation, limited liability company, partnership or other <br />business entity wholly controlled or owned by Company or its parent companies or to the purchaser <br />of all or substantially all of the Company's assets. An assignment shall not be effective until the <br />Assignee agrees in writing to comply with and be subject to all the terms and conditions of this <br />Agreement, the Code, and the Zoning Code. This Agreement may be assigned in its entirety or all <br />or a portion of Company's Facilities may be assigned or leased; however, Company shall remain <br />liable for any outstanding obligations incurred prior to such assignment. <br />11.6 Entire Agreement. This Agreement contains the entire agreement and understanding <br />between the parties with respect to the subject matter herein. There are no representations, <br />agreements or understandings (whether oral or written) between or among the parties relating to the <br />subject matter of this Agreement that are not fully expressed herein. <br />11.7 Amendments. This Agreement may not be amended except pursuant to a written <br />instrument signed by both parties. <br />11.8 Severability. If any one or more of the provisions of this Agreement shall be held by <br />a court of competent jurisdiction in a final judicial action to be void, voidable, or unenforceable, such <br />provision(s) shall be deemed separable from the remaining provisions of this Agreement and shall in <br />no way affect the validity of the remaining portions of this Agreement. <br />11.9 Survival. All of the provisions, conditions and requirements of this Agreement shall <br />be in addition to any and all other obligations and liabilities Company may have to the City at <br />common law, by statute, or by contract, and shall survive the City's Agreement to Company and any <br />renewals or extensions thereof. All of the provisions, conditions, regulations, and requirements <br />contained in this Agreement shall further be binding upon the heirs, successors, executors, <br />administrators, legal representatives and assigns of the parties and all privileges, as well as all <br />obligations and liabilities of each party shall inure to its heirs, successors and assigns equally as if <br />they were specifically mentioned wherever such party is named herein. <br />11.10 Governing Law and Venue. This Agreement shall be subject to, and governed and <br />construed by and in accordance with, the laws of the State of California. In the event that suit is <br />brought by a party to this Agreement, the parties agree that trial of such action shall be vested <br />ATTY/AGR/2017.284/MCIMETRO ACCESS TRANSMISSION SERVICES CORP D/B/A VERIZOON ACCESS TRANSMISSION SERVICES <br />REV: 12-04-17 PR <br />Page 13 of 16 <br />