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43. To the extent permitted by law, the terms of this Agreement and set forth in one or more SOW(s) may be extended for use <br />by other local government entities upon execution of a separate agreement, SOW, or other duly signed writing by and between <br />CivicPlus and such entity, setting forth all of the terms and conditions for such use, including applicable fees and billing terms. <br /> <br />Miscellaneous Provisions <br /> <br />44. The invalidity, in whole or in part, of any provision of this Agreement shall not void or affect the validity of any other <br />provision of this Agreement. <br />45. The Parties negotiated this Agreement with the opportunity to receive the aid of counsel and, accordingly, intend this <br />Agreement to be construed fairly, according to its terms, in plain English, without constructive presumptions against the drafting <br />Party. The headings of Sections of this Agreement are for convenience and are not to be used in interpreting this Agreement. As <br />used in this Agreement, the word “including” means “including but not limited to.” <br />46. The Parties will use reasonable efforts to resolve any dispute between them in good faith prior to initiating legal action. <br /> <br />47. This Agreement and any SOW, to the extent signed and delivered by means of a facsimile machine or electronic mail, shall <br />be treated in all manner and respects as an original agreement or instrument and shall be considered to have the same binding <br />legal effect as if it were the original signed version thereof delivered in person. The Parties agree that an electronic signature is <br />the legal equivalent of its manual signature on this Agreement and any SOW. The Parties agree that no certification authority or <br />other third party verification is necessary to validate its electronic signature and that the lack of such certification of third party <br />verification will not in any way affect the enforceability of the Parties’ electronic signature or any resulting agreement between <br />CivicPlus and Client. <br /> <br />48. The attached Cloud and/or Offsite Hosting Terms and Conditions are part of this Agreement.