Counterparts.This Agreement may be executed in one or more counterparts, duplicate originals, or facsimile or electronically transmitted versions (provided that the facsimile or electronically transmitted versions are confirmed within a reasonable time by signed originals), each of which will be deemed an original, but all of which together will constitute one and the same instrument.
Cumulative Remedies.All rights and remedies under this Agreement are cumulative with all other rights and remedies in this Agreement or in any other agreement between the parties or under applicable law.
Entire Agreement.This Agreement supersedes all prior discussions and writings and constitutes the entire agreement between the parties with respect to the subject matter hereof.In the event that any of the provisions of this Agreement will be held by a court or other tribunal of competent jurisdiction to be illegal, invalid or unenforceable, such provisions will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.The prevailing party in any action to enforce this Agreement will be entitled to costs and attorneys’ fees.No waiver or modification of this Agreement will be binding upon either party unless made in writing and signed by a duly authorized representative of such party and no failure or delay in enforcing any right will be deemed a waiver.
Inspection.Upon no more than five (5) days prior notice to Recipient, DMC or its designee may inspect and review the books and records of Recipient relating to Recipient’s compliance with this Agreement and interview any recipient of any Confidential Information under this Agreement.Such inspection will be conducted at DMC's sole expense.If the inspection reveals that Recipient is not in compliance with this Agreement, Recipient will (at its own expense) immediately implement an action plan to correct the non-compliance.
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