2021-08-19_REVISION - M2021007 - Laserfiche WebLink

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17. Certain Terms. All measurements in "tons" or "tonnage" means a ton having 2000 lbs. avoirdupois. Where the word "unit"is used, it shall mean one percent(1%)of a ton, or 20 lbs. avoirdupois. All measurements in "ounces" in reference to silver, gold, or other precious metals means troy ounces, having 31.1034768 grams. 18. Licensing. Each party shall maintain in effect all certifications, licenses, and authorizations with the State of Colorado as are necessary to their respective business operations, and each party will upon request provide the other party with evidence of and copies of all such certifications, licenses, and authorizations of such party. Neither party will engage in any activity in violation of applicable state or federal laws concerning the regulation of hazardous or regulated substances. 19. Relationship of Parties. This Agreement does not constitute a joint venture or partnership or other relationship of trust or confidence,and neither party owes the other party any fiduciary duty or other duty of trust or confidence. Neither party shall bear any expense or be entitled to any profit or revenue attributable to the activities or property of the other party. 20. Governing Law and Arbitration. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Colorado (without giving effect to principles of conflicts of laws). Any dispute, controversy or claim arising out of or in connection with this Agreement or the breach thereof that cannot be settled through negotiation shall be settled by binding arbitration in accordance with the Uniform Arbitration Act, Colorado Revised Statutes 13-22-201 of seq. Arbitration shall be held in Denver, Colorado, to commence within 60 days of the appointment of the arbitrator. Each party shall pay one-half(1/2)of the cost of the arbitrator and the expenses related to arbitration. Judgment on the award by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either party may seek from a court any remedy, including injunctive relief, that may be necessary to protect its rights or property pending the determination of the merits of the controversy. Each party shall pay its own attorneys'fees and other expenses of arbitration. 21. Entire Agreement. This Agreement constitutes the entire agreement of the parties with respect to its subject matter and supersedes any and all prior discussions,agreements and understandings, whether written or oral, relating in any way to its subject matter. This Agreement may be amended only in a writing signed by both parties. There are no third-party beneficiaries of this Agreement. 22. Further Assurances. The parties agree to do all acts and things and to make, execute, deliver, submit, and file such written documents in such form as shall from time to time be reasonably required to carry out the terms and provisions of this Agreement. 23. Counterparts; Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument, and all signature pages may be collected into a single counterpart for record-keeping purposes. Electronic or other facsimile signatures may be exchanged and shall be binding on the parties as though they were original signatures. 24. Non-Assignment. Neither party shall assign any rights under this Agreement in whole or in part. Any purported assignment in violation of this Section shall be void ab initio and unenforceable. 25. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their successors in interest. 26. Section Headings. All headings in this Agreement are for reference purposes only and are not intended to affect in any way the meaning or interpretation of this Agreement. Processor: Customer: Salisbury Gladstone, LLC 4