HomeMy WebLinkAboutRed Flex Photo Enforcement Agreementcounterparts shall be sufficient for the purpose of proving the existence and tenns of this Agreement, and no Party shall be required to produce an original or all of such counterparts in making such proof. 11.12. COVENANT OF FURTHER ASSUR ANCES. All Parties to this Agreement shall, upon request, perform any and all acts and execute and deliver any and all certificates, instruments and other documents that may be necessary or appropriate to carry out any of the terms, conditions and provisions of this Agreement. 11.13. REMEDIES CUMULATIVE. Each and all of the several rights and remedies provided
for in this Agreement shall be construed as being cumulative and no one of them shall be deemed
to be exclusive of the others or of any right or remedy allowed by law or equity, and pursuit of any one remedy shall not be deemed to be an election of such remedy, or a waiver of any other remedy.
11.14. BINDING EFFECT. This Agreement shall inure to the benefit of and be binding upon all of the Parties and their respective executors, administrators, successors and pennitted assigns. 11.15. COMPLI ANCE WITH LAWS. Nothing contained in this Agreement shall be construed to require any act contrary to law, and whenever there is a conflict between any term, condition or provision of this Agreement and any present or future statute, law, ordinance or regulation, the latter shall prevail, but in such event the tenn, condition or provision of this Agreement affected shall be modified or limited only to the extent necessary to bring it within the requirement of the law, provided that such modification or limitation is consistent with the intent of the Parties as expressed in this Agreement. 11.16. NO THIRD-PARTY BENEFIT. Nothing contained in this Agreement shall be deemed to confer any right or benefit on any Person who is not a Party to this Agreement. 11.17. INJUNCTIVE RELIEF: SPECIFIC PERFORMANCE. The Parties agree and
acknowledge that a breach of Sections 4.1 (License), 4.3 (Restricted Use) or 7 (Confidentiality) of this Agreement would result in severe and irreparable injury to the other Party, which injury could not be adequately compensated by an award of money damages, and the Parties therefore agree and acknowledge that they shall be entitled to injunctive relief in the event of any breach of these Sections, or to enjoin or prevent such a breach. 11.18. APPLICABLE LAW. This Agreement shall be governed solely by and construed, in all respects, in accordance with the laws of the State of Washington. 11.19. JURISDICATION AND VENUE. Any conflict, claim or dispute between the Parties
affecting, arising out of or relating to the subject matter of this Agreement shall be filed only in and
litigated solely in the Franklin County Superior Court in the State of Washington and all Parties specifically consent and agree to the exclusive jurisdiction of that court. 11.20. ATTORNEYS' FEES. In the event any legal action is commenced to enforce or interpret this Agreement, the prevailing Party is entitled to reasonable atton1ey's fees, costs, and expenses incurred. 11.21. PREVAILING WAGE. Redflex shall be responsible for complying with the applicable prevailing wage requirements. 11.22. Both Parties agree that no provision or requirement of this Agre ement shall be interpreted,
constrned, applied, or enforced if it would result in a potential violation by the City of any applicable
statutes or regulations of the State of Washington, including but not limited to Washington State
records retention requirements and the Public Records Act, Chapter 42.56 RCW as amended. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. "The City" CITY OF PASCO, WASHINGTON ST�e,:Je. c._
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0Redflex" RED FLEX TRAFFIC SYSTEMS, INC, Name: Michael Finn Title: Vice President
__________________Mark Talbot
President/CEO