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liability of any third party to any party in this Agreement, nor shall any provision in this <br />Agreement give any third parry any right of subrogation or action over or against any <br />party to this Agreement. <br />16. Time of Essence. Time is and shall be of the essence of this Agreement. <br />17. Governing Law; Attorneys' Fees. This Agreement shall be interpreted <br />and enforced in accordance with the laws of the State of California without regard to <br />principles of conflicts of laws. Any action to enforce or interpret this Agreement shall be <br />brought in a court of competent jurisdiction in Alameda County, California. Should any <br />legal action be brought by a Party for breach of this Agreement or to enforce any <br />provision of this Agreement, the prevailing Parry shall be entitled to reasonable <br />attorneys' fees, court costs, and other such costs as may be affixed by the Court. <br />Licensor shall be entitled to recover all costs, including attorneys' fees, incurred in <br />enforcing this Agreement, whether or not Licensor brings a legal action for breach of this <br />Agreement. <br />18. Successors and Assigns. Subject to the restrictions on assignment set forth <br />in Section 12, the provisions, terms, and conditions of this Agreement shall bind and <br />inure to the benefit of the Parties, their heirs, successors, executors, administrators, and <br />permitted assigns. <br />19. Relationship of Parties. Licensor and Licensee intend by this Agreement <br />to establish the relationship of Licensor and Licensee only, and do not intend to create a <br />partnership, joint venture, joint enterprise, or any other business relationship other than <br />that of licensor and licensee. <br />20. Remedies Cumulative. No remedy or election of remedies provided for in <br />this Agreement shall be deemed exclusive, but shall be cumulative with all other <br />remedies at law or in equity. Each remedy shall be construed to give it the fullest effect <br />allowed by law. <br />21. Severability. If any provision of this Agreement, or the application <br />thereof to any person or circumstance, shall to any extent be or become invalid or <br />unenforceable, the remainder of this Agreement, or the application of such provision to <br />persons or circumstances other than those as to which it is invalid or unenforceable, shall <br />not be affected thereby, and each provision of this Agreement shall be valid and be <br />enforced to the fullest extent permitted by law. <br />22. Notices. Unless otherwise provided herein, all notices required hereunder <br />shall be given by United States registered or certified mail, or other form of mail which <br />offers proof of mailing, postage prepaid and addressed to the Party at the address below: <br />Licensor: <br />c/o Cal Coast Companies LLC, Inc. <br />12301 Wilshire Boulevard, Suite 620 <br />Los Angeles, CA 90025 <br />Attn: Edward J. Miller <br />5089122.3 5 <br />