Laserfiche WebLink
Vanguard Appraisals,Inc. <br /> 11. INTELLECTUAL PROPERTY. Vanguard shall retain full and exclusive title and ownership to any <br /> and all of its existing intellectual property rights and/or know-how, including but not limited to, patents, <br /> copyrights, trade marks and trade secrets, including any and all rights in and to the CAMAvision® <br /> System, used in performing the Services, and any intellectual property or know how developed by <br /> Vanguard in order to perform the services or as the result of the Services(other than the data) shall be <br /> the exclusive property of Vanguard. <br /> 12. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties related to the <br /> subject matter hereof and there are no other promises or conditions in any other agreement whether oral <br /> or written. This Agreement supersedes any prior written or oral agreements between the parties. <br /> 13. AMENDMENT. This Agreement may be modified or amended if the amendment is made in writing <br /> and is signed by both parties. <br /> 14. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for <br /> any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any <br /> provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would <br /> become valid and enforceable, then such provision shall be deemed to be written, construed and <br /> enforced as so limited. <br /> 15. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this <br /> Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce <br /> and compel strict compliance with every provision of this Agreement. <br /> 16. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Iowa, without <br /> regard to conflicts of law provisions. Any litigation arising out of this Agreement shall only be <br /> commenced in, and Client consents to the exclusive jurisdiction of,the state and federal courts sitting in <br /> Linn County, Iowa. <br /> 17. EXCUSED PERFORMANCE. Neither party shall be in default or be liable for any delay, failure in <br /> performance(excepting the obligation to pay), or interruption of service resulting directly or indirectly <br /> from any cause beyond its reasonable control. <br /> 18. REPRESENTATIONS AND WARRANTIES OF CLIENT. Client represents and warrants to <br /> Vanguard as follows: (a) Client has taken all necessary action to make this Agreement legally binding on <br /> Client, that the individual signing this Agreement on behalf of Client has been fully authorized and <br /> empowered to execute this Agreement on behalf of Client, and this Agreement constitutes a legal, valid <br /> and binding obligation of Client in accordance with its terms, (b) no consent, approval or authorization by <br /> any other party or governmental authority is required in connection with the execution, delivery, validity <br /> or enforceability of this Agreement; and (c) Client has funding sufficient for Client to fulfill it obligations <br /> under this Agreement. <br /> [Balance of page intentionally blank.] <br /> 3 <br /> June 22,2018 <br />