Notices: Unless otherwise provided for herein, whenever, under the provisions of this Agreement, notice is required to be given to any Person, it shall not be construed to mean exclusively personal notice unless otherwise specifically provided, but such notice may be given in writing, by email, addressed to party at such party's address, katie@thegracefulathlete.com
Survivability: Nothing herein shall be construed to release either party from any obligations that matured prior to the effective date of such termination.
Governing Law: This Agreement and any dispute related thereto shall be governed by and construed in accordance with the state laws of Virginia.
Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement.
Severability: Should any provision of this Agreement be determined to be unenforceable or otherwise unlawful, then such provision shall be without effect, and the remaining terms of this Agreement shall survive, as if such provision had not been included herein; and the parties shall promptly meet to agree upon further terms which shall, within the confines of the law, most substantially satisfy the intention of the parties as reflected by the ineffective provision.
Benefit and Waiver: This Agreement is binding upon and shall inure to the benefit ofthe parties hereto, their representatives, successors and permitted assigns. No failure or successive failures on the part of the parties, to enforce any provisions of this Agreement, and no waiver or successive waivers on either party's part of any condition of this Agreement, shall operate as a discharge of such provision or condition, or render the same invalid, or impair the right of such party to enforce same in the event of any subsequent breach or breaches by the other party.
Entire Agreement: The parties hereto acknowledge that this Agreement sets forth the entire agreement and understanding of the parties hereto as to the subject matter hereof and supersedes any and all prior written and oral agreements, understandings, promises or offers, including without limitation any term sheet which preceded its drafting, and shall not be subject to any change or modification except by the execution of a written instrument subscribed to by the parties hereto. The initial drafting of this Agreement by Arostegui (The Graceful Athlete) was for the convenience of both parties, and both parties agree that such fact shall not result in any of the above clauses being construed against Arostegui, (The Graceful Athlete) should such clauses become in dispute.
Relationship of the Parties: The relationship of the Parties to this Agreement is of client or independent contractors, and nothing in this Agreement shall be construed to give either party the power to direct or control the daily activities of the other party; or constitute the parties as principal and agent, employer and employee, partners, participants in a joint venture, co-owners or otherwise as participants in a joint undertaking. The parties understand that, except as specifically provided for in this Agreement, neither party grants the other party the power or authority to make or give any agreement, statement, representation, warranty, or other commitment on its behalf, or to enter into any contract or otherwise incur any liability or obligation, express or implied, on its behalf, or to transfer, release, or waive any of its rights, title or interests.