AgdaPkt 2004-01-26 - Laserfiche WebLink

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, - 5 . , D..:} 27. NOTICES. All notices and demands shall be in writing, and be deemed given if personally delivered, or mailed certified mail, return receipt requested, or sent by overnight carrier, to the addresses listed below. 28. ASSIGNMENT. Upon receipt of Licensor's approval, not to be unreasonably withheld, Ucensee may assign this License Agreement in whole or in part to any subsidiary, parent company, or any entity which is the owner of a controlling interest in Licensee, provided that no such assignment shall serve to release Licensee from its duties and obligationshereunder. Licensee shall have no other right to assign its interest in this Agreement. Ucensor shall have the right to freely transfer and assign, in whole or in part, all of its rights and obligations hereunder and in the Building and no further liability or obligation shall tlereafter accrue against Licensor hereunder. 29. CONDEMNATION. If all or any portion of the Premises shall be taken or condemned for any puOlic purpose to such an extent as to make Licensee unable to utilize its Site Equipment, this Agreement shall, at the option of either party, forthwith cease and terminate. All proceeds from any taking or condemnation of the Premises shall belong to and be paid to Licensor. However, Licensee shall not be prevented from seeking a separate award for relocation expenses and loss of business revenue from the party or parties taking the Premises. Licensee shall have all rights to its Site Equipment, which shall not be included in any taking or condemnation award to Licensor. 30. ESTOPPELS, SUBORDINATION, REQUESTS AND APPUCATIONS. Each party agrees to execute for the other, within thirty (30) days after written request, estoppels, subordination agreements (including non-disturbance clauses), zoning and permitting requests, and applications. 31. APPLICABLE LAW. This Agreement shall be interpreted under, and venue shall reside in, the laws of the State of California. In interpretation of this License Agreement, the plain meaning rule shall apply. 32. PARTIAL INVALIDITY. If any term of this Agreement is found to be invalid, the balance of this Agreement shall remain in full force and effect. 33. ATTORNEYS' FEES. The prevailing party in any litigation between the parties in connection with this Agreement shall be entitled to recover its reasonable attorneys' fees and costs. 34. LICENSE ONLY. This Agreement creates a license only and Licensee acknowledges that Licensee does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Building, Premises, or Land by virtue of this Agreement or Licensee's use of these areas pursuant hereto. In connection with the foregoing, Licensee further acknowledges that in no event shall the relationship between Licensor and Licensee be deemed to be a so called landlord-tenant relationship and that in no event shall Licensee be entitled to avail itself of any rights afforded to tenants under the laws of the state in which the Building is located. 35. HEADINGS. Headings are for convenience only, and are not to be used in the interpretation of this Agreement. 36. ENTIRE AGREEMENT. This Agreement contains the entire Agreement between the parties and supersedes all other agreements, written or oral, between the parties. Any amendments must be in writing and executed by both parties. Page 5 of 9 @ Communication Leasing Services, 1998