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Docusign Envelope ID; E60F4108-15FB-4480-8388-21 F424553A38 <br /> 33. Good Faith Discussions <br /> Prior to the commencement of any legal proceeding under this MSA or any Service <br /> Schedule or SOW,all claims must be raised for good faith discussion between authorizes{ <br /> representatives of both Parties with authority to resolve the dispute. Should the claims <br /> not be resolved within thirty (30) days of the date of the first request such discussion, <br /> each Party shall be free to pursue its legal remedies pursuant to the terms of this MSA. <br /> 34. Amendments. <br /> None of this MSA, and Service Schedule or any SOW shall be changed or amended <br /> except in writing by an amendment executed by authorized representatives of each <br /> Party. <br /> 35. Governing Law. <br /> This MSA, each Service Schedule and each SOW as well as any matters relating to this <br /> MSA, any Service Schedule or any SOW, shall be construed and governed by and in <br /> accordance with the laws of the State of California and the applicable federal laws of the <br /> United States of America (excluding any conflict of laws rule or principals that might refer <br /> such construction to the laws of another jurisdiction). <br /> 36. Entire Agreement. <br /> (a) This MSA, together with each Service Schedule and SOW and all schedules <br /> attachments and exhibits hereto and thereto, constitutes the entire agreement <br /> between the Parties with respect to the subject matter hereof. All prior agreements, <br /> negotiations, undertakings, and discussions,whether oral orwritten, are superseded <br /> by this MSA and there are no warranties, representations, or covenants between the <br /> Parties in connection with this MSA, except as specifically set forth or referred to in <br /> this MSA. <br /> (b) Each Party acknowledges that it has not been induced to enter into this MSA or <br /> any Service Schedule by any representations, warranties or covenants not <br /> expressly stated herein or therein. <br /> (c) The Parties agree that any terms or conditions set forth in a purchase order, <br /> acknowledgement or any other document or response issued by Customer shall <br /> not apply to this MSA or any Service Schedule or SOW shall be deemed <br /> automatically rejected by Versaterm without need of any further or additional notice <br /> of rejection and void and of no effect. <br /> 37. Consultants and Agents. <br /> Customer shall ensure that its employees, consultants, contractors and agents comply <br /> with the terms and conditions of this MSA and any Service Schedule or SOW to the <br /> extent that such Persons are entitled or obligated under the terms hereof or thereof to <br /> exercise any rights or perform any obligations hereunder or thereunder. Customer shall <br /> September 2024—v404O92024 Page 21 of 24 <br />