Resolution 5871 - Laserfiche WebLink

20.6 Applicable Law; Regulatory Compliance This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Any City obligation described in this Agreement relating to any site- specific development is subject to the local Development Review process. Any City obligation relating to any site-specific development is expressly conditioned upon completion of SEPA review for any proposed development. It is expressly understood by the Parties that this Agreement memorializes a transaction involving the disposition of the City Property. This Agreement does not, by its express terms or by implication, constitute (in whole or part) any grant, issuance, decision, order, permit, finding, conclusion, holding, recommendation, approval, determination or other form of governmental action as to any matter whatsoever. OM expressly acknowledges and agrees, and shall require any and all of OM's approved assignees to expressly acknowledge and agree, that City hereby gives no express or implied assurances or guarantees of any kind as to the outcome of any request for City development approval. No public or municipal services are provided to OM (or any OM assignee) by City pursuant to this Agreement, nor shall this Agreement in any way affect the provision of any such services by City in any capacity by which City may extend such services to the general public and in accordance with applicable law. 20.7 Venue and Jurisdiction OM shall not commence or prosecute any suit, proceeding or claim to enforce the provisions of this Agreement or otherwise arising under or by reason of this Agreement other than in the state courts located in Snohomish County, Washington, or in federal court in the Western District of Washington. OM hereby irrevocably consents to the jurisdiction and venue of such courts. 20.8 Counterparts; Facsimile Signatures This Agreement may he executed in more than one counterpart, each of which shall be deemed an original, and all of which shall constitute one and the same instrument. Facsimile signatures on this Agreement shall constitute original signatures of the Parties. 20.9 Attorneys' Fees In the event that either of the Parties to this Agreement brings an action or proceeding for a declaration of the rights of the Parties under this Agreement, for injunctive relief or for an alleged breach or default, or in any other action arising out of this Agreement or the transactions contemplated hereby, the predominantly prevailing party in any such action shall be entitled to an award of reasonable attorneys' fees and any court costs incurred in such action or proceeding, in addition to any other damages or relief awarded, regardless of whether such action proceeds to final judgment. 20.10 Captions The captions of this Agreement are inserted solely for the convenience of reference only and do not define, describe or limit the scope or intent of this Agreement or any term hereof. -61- 06107-0063,LEGAL 13023969.1