Master Agreement For Transportation By Motor Carrier (Page 12 of 16) in pdf

Master Agreement For Transportation By Motor Carrier Page 12

22.

Governing Law; Venue. This Agreement is made in contemplation of, and shall be interpreted in

accordance with, the laws of the State of Ohio, other than the conflicts of laws provisions thereof. The

Parties to this Agreement do each irrevocably submit themselves to the jurisdiction of the state and

federal courts sitting in Cuyahoga County, Ohio, with regard to any controversy in any way relating to the

execution, delivery or performance of this Agreement. The Parties further agree that any and all actions

founded upon such controversies shall be brought and prosecuted exclusively in such Courts.

23.

Miscellaneous. No modification of this Agreement and no waiver of its terms or provisions shall be

valid or binding unless in writing signed by both parties. This Agreement, together with its recitals and

Appendices, represents the entire understanding of the parties and, except as otherwise provided herein,

cannot be amended except by a writing signed by both parties. All prior discussions, understandings,

negotiations, writings and agreements are merged herein.

In the event that any provision in this

Agreement is determined to violate any applicable statute, ordinance, rule or law, such provision shall be

ineffective to the extent of such violation without invalidating any other provision of this Agreement. The

provisions of Paragraphs 2(f)(iii), 6(d), 5(b), 8, 11, 13, and 20 of this Agreement shall survive its

cancellation, termination or expiration.

Each party represents an warrants that this Agreement is

executed by its duly authorized representative.

24.

Severability. If any section, subsection, term or provision of this Agreement or the application

thereof to any party or circumstance shall, to any extent, be held invalid or unenforceable, the remainder

this Agreement and the application of such section, subsection, term or provision to parties or

circumstances other than those to which it is held invalid or unenforceable shall not be affected thereby,

and shall be valid and enforceable to the fullest extent permitted by law.

May 2015

Page 12 of 16

Master Agreement For Transportation By Motor Carrier Page 12