RES 143 Draft 01 2012-2014 - Laserfiche WebLink

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6.9. Interpretation of Terms: As used in this Agreement, the masculine shall include the feminine, the singular shall include the plural, and the plural shall include the singular, as the context may require. 6.10. Successors and Assigns: This Agreement shall be binding upon and shall inure to the benefit of Ikeda Trust and its respective successors and assigns. 6.11. Counterparts: This Agreement may be executed in two or more counterparts, and shall be deemed to have become effective when and only when one or more of such counterparts shall have been signed by or on behalf of both the County and Ikeda Trust, although it shall not be necessary that any single counterpart is signed by or on behalf of each. All such counterparts shall be deemed to constitute one and the same instrument. An executed counterpart of this Agreement transmitted and received by facsimile shall be deemed for all purposes to be an original, executed counterpart hereof. Duplicated unexecuted pages of the counterparts (whether original or received by facsimile)may be discarded and the remaining pages assembled as one document. 6.12. Authority of Persons Executing: Each person signing below represents and warrants that such person has the requisite authority to bind the entity on whose behalf such person is signing. However, this Agreement is subject to the approval of the County Council. 6.13. Merger: This Agreement embodies and constitutes the entire understanding between the County and Ikeda Trust with respect to the transaction described herein, and all prior agreements, understandings, representations and statements, oral or written, are hereby merged in this Agreement. 6.14. Agreement Deemed Drafted by All Parties: For purposes of interpreting and construing the terms hereof, this Agreement and each portion of this Agreement shall be deemed to have been drafted by the Ikeda Trust and the County in equal measure, and accordingly shall not be construed against either party. 6.15. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Hawai`i, without giving effect to doctrines relating to conflicts of law. 5