This Agreement constitutes the entire understanding between the parties, and supersedes all prior agreements and negotiations, whether oral or written. There are no other agreements between the parties, except as set forth in this Agreement. No supplement, modification, waiver, or termination of this Agreement shall be binding unless in writing and executed by all parties to this Agreement.
Assignment; Binding Effect
Neither this Agreement, nor any rights, benefits or obligations under it, may be assigned by any party to this Agreement without the prior express written consent of the other party. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding upon all of the parties to this Agreement and their respective executors, administrators, successors, and permitted assigns.
In the event any of the provisions of this Agreement are found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected.
This Agreement shall be construed and interpreted in accordance with the plain meaning of its language, and not for or against either party, and as a whole, giving effect to all of the terms, conditions, and provisions of this Agreement.
This Agreement shall be governed by and construed in accordance with the laws of the State of Utah.
Jurisdiction and Venue
Any suit, action or proceeding seeking to enforce any provision of this Agreement may be brought in any federal or state court located in the State of Utah, County of Salt Lake, and all parties to this Agreement hereby consent to the jurisdiciton of such courts in any such suit. Process in any such suit, action or proceeding may be served on any party anywhere in the world, whether within or without the jurisdiction of said courts.
In the event that any party to this Agreement shall commence any suit or action to interpret or enforce this Agreement, the prevailing party in such action shall recover that party’s costs and expenses incurred in connection with the suit or action, including attorney’s fees and costs of appeal, if any.