Miscellaneous 3. 1 The parties hereto hereby declare that it is impossible to measure in money the damages which will accrue to a party hereto or to their heirs, personal representatives, or assigns by reason of a failure to perform any of the obligations under this Agreement and agree that the terms of this Agreement shall be specifically enforceable. If any party hereto or his heirs, personal representatives, or assigns institutes any action or proceeding to specifically enforce the provisions hereof, any person against whom such action or proceeding is brought hereby waives the claim or defense therein that such party or such personal representative has an adequate remedy at law, and such person shall not offer in any such action or proceeding the claim or defense that such remedy at law exists.
Miscellaneous 3. 1 Each of the parties hereto represents and warrants (which representations and warranties shall survive the execution and delivery hereof) that such Person has the corporate or limited liability company power and authority to execute and deliver this Amendment and has taken or caused to be taken all necessary actions to authorize the execution and delivery of this Amendment. 3 .2 The parties hereto hereby acknowledge and agree that, except for the specific waivers and agreements set forth above, nothing herein shall be deemed to be a consent to or waiver or amendment of any covenant or agreement contained in the RLSA or any other document executed in connection therewith, and each such party hereby agrees that all of the covenants and agreements contained in the RLSA or any other document executed in connection therewith, subject to the waivers set forth herein, are hereby ratified and confirmed in all respects. 3.3 This Amendment may be executed by the parties hereto individually or in combination, in one or more counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment by facsimile shall be effective as delivery of a manually executed counterpart of this Amendment. 3.4 THIS AMENDMENT SHALL, IN ACCORDANCE WITH SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK, BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO ANY CONFLICTS OF LAW PRINCIPLES THEREOF THAT WOULD CALL FOR THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. 4 us 164971086
Miscellaneous 3. Section 5.1. Maintenance and Inspection of Records 3 Section 5.2. Notices 3 Section 5.3. Term; Renewal 4 Section 5.4. Force Majeure 4 Section 5.5. Entire Agreement 4 Section 5.6. Amendments 4 Section 5.7. Severability 4 Section 5.8. Counterparts 4 Section 5.9. Successors and Assigns 5 Section 5.10. No Third-Party Beneficiaries 5 Section 5.11. Titles and Headings 5 SERVICES AGREEMENT This Services Agreement ("Agreement") is entered into effective as of January 1, 2004 (the "Effective Date"), between the service providers listed on Schedule 1 attached hereto (each a "Provider" and collectively, the "Providers") and the service purchasers listed on Schedule 2 attached hereto (each a "Purchaser" and collectively the "Purchasers").
Miscellaneous 3
