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<br /> (e) Authorized Person(s).The Depositor and each Beneficiary must each authorize and designate one person whose actions
<br /> will legally bind such party("Authorized Person")who shall be identified in the Authorized Persons(s)Notices Table of
<br /> this Agreement)and who may manage the Iron Mountain escrow account through the Iron Mountain website or written
<br /> instruction.The Authorized Person of the Depositor and each Beneficiary will maintain the accuracy of their name and
<br /> contact information provided to Iron Mountain during the term of this Agreement.
<br /> (0 Right to Rely on Instructions. Iron Mountain may act in reliance upon any instruction,instrument,or signature
<br /> reasonably believed by Iron Mountain to be genuine and from an Authorized Person(s),officer,or other employee of a
<br /> Party. Iron Mountain may assume that such representative of a Party to this Agreement who gives any written notice,
<br /> request,or instruction has the authority to do so. Iron Mountain will not be required to inquire into the truth or evaluate
<br /> the merit of any statement or representation contained in any notice or document reasonably believed to be from such
<br /> representative.With respect to Release and Destruction of Deposit Materials,Iron Mountain shall rely on an Authorized
<br /> Person(s).
<br /> (g) Force Majeure. No Party shall be liable for any delay or failure in performance due to events outside the defaulting
<br /> Party's reasonable control,including without limitation acts of God,earthquake,labor disputes,shortages of supplies,
<br /> riots,war,acts of terrorism,fire,epidemics,or delays of common carriers.("Force Majeure Event"). A Party that has
<br /> failed to perform its obligations due the occurrence of a Force Majeure Event("Defaulting Party")must:(i)promptly
<br /> notify the other Parties who are still able to perform their obligations in accordance with the terms of this Agreement
<br /> ("Non-Defaulting Parties")of the occurrence of the Force Majeure Event;(ii)detail how it has prevented the Defaulting
<br /> Party from performing its obligations under this Agreement;and(iii)use its reasonable endeavours to minimize the effect
<br /> of the Force Majeure Event and resume performance in accordance with this Agreement as soon as possible.The Non-
<br /> Defaulting Parties upon receipt of the notification detailed in this section 12(g)shall meet with the Defaulting Party and
<br /> discuss in good faith how to deal with the Force Majeure Event.Any of the Non-Defaulting Parties may immediately
<br /> terminate this Agreement by giving the Defaulting Party notice,if the Defaulting Party cannot perform its obligations
<br /> because of a Force Majeure Event for 6 months.
<br /> (h) Notices. All notices regarding Exhibit C(release)shall be sent by commercial express mail or other commercially
<br /> appropriate means that provide prompt delivery and require proof of delivery. All other correspondence,including
<br /> invoices,payments,and other documents and communications,may be sent electronically or via regular mail. The Parties
<br /> shall have the right to rely on the last known address of the other Parties. Any correctly addressed notice to last known
<br /> address of the other Parties that is relied on herein and that is refused,unclaimed,or undeliverable because of an act or
<br /> omission of the Party to be notified as provided herein shall be deemed effective as of the first date that said notice was
<br /> refused,unclaimed,or deemed undeliverable by electronic mail,the postal authorities by mail,through messenger or
<br /> commercial express delivery services.
<br /> (i) No Waiver. No waiver of rights under this Agreement by any Party shall constitute a subsequent waiver of this or any
<br /> other right under this Agreement.
<br /> G) Assignment. No assignment of this Agreement by the Depositor or a Beneficiary or any rights or obligations of the
<br /> Depositor or a Beneficiary under this Agreement is permitted without the written consent of Iron Mountain,which shall
<br /> not be unreasonably withheld or delayed.Iron Mountain shall have no obligation in performing this Agreement to
<br /> recognize any successor or assign of the Depositor or a Beneficiary unless Iron Mountain receives clear,authoritative and
<br /> conclusive written evidence of the change of parties.
<br /> (k) Severability. In the event any of the terms of this Agreement become or are declared to be illegal or otherwise
<br /> unenforceable by any court of competent jurisdiction,such term(s)shall be null and void and shall be deemed deleted
<br /> from this Agreement. All remaining terms of this Agreement shall remain in full force and effect.If this paragraph
<br /> becomes applicable and,as a result,the value of this Agreement is materially impaired for any Party,as determined by
<br /> such Party in its sole discretion,then the affected Party may terminate this Agreement by written notice to the others.
<br /> (I) Independent Contractor Relationship. The Depositor and the Beneficiaries understand,acknowledge,and agree that Iron
<br /> Mountain's relationship with the Depositor and the Beneficiaries will be that of an independent contractor and that
<br /> nothing in this Agreement is intended to or should be construed to create a partnership,joint venture,or employment
<br /> relationship.
<br /> (m) Attorneys'Fees. In any suit or proceeding between the Parties relating to this Agreement,the prevailing Party will have
<br /> the right to recover from the other(s)its costs and reasonable fees and expenses of attorneys,accountants,and other
<br /> professionals incurred in connection with the suit or proceeding,including costs,fees and expenses upon appeal,
<br /> separately from and in addition to any other amount included in such judgment. This provision is intended to be
<br /> severable from the other provisions of this Agreement,and shall survive and not be merged into any such judgment.
<br /> (n) No Agency. No Party has the right or authority to,and shall not,assume or create any obligation of any nature
<br /> whatsoever on behalf of the other Parties or bind the other Parties in any respect whatsoever.
<br /> :i (o) Disputes. Any dispute,difference or question relating to or arising among any of the Parties concerning the construction,
<br /> meaning,effect or implementation of this Agreement or the rights or obligations of any Party hereof may be settled by
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