Common use of IMPLEMENTATION AND ENFORCEMENT Clause in Contracts

IMPLEMENTATION AND ENFORCEMENT. 22. The parties shall endeavor in good faith to resolve informally any differences regarding interpretation of or compliance with this Agreement prior to initiating court action. If the United States believes that KleinBank has failed to perform in a timely manner any act required by this Agreement, or has otherwise not acted in conformance with any provision thereof, whether intentionally or not, the United States shall notify KleinBank in writing of its concerns through its undersigned counsel. KleinBank shall have 15 days from the date of the United States’ notification to cure the breach. 23. If the parties are unable to reach a resolution within 15 days, the parties agree that upon any such claim of a breach as made by the United States, the United States may move to restore the present Civil Action to the active docket of this Court for purposes of resolution of any such claim of breach, or may file a separate action for breach of this Agreement, or any provision thereof, in the United States District Court for the District of Minnesota. This Court shall serve as the exclusive jurisdiction and venue for any dispute concerning this Agreement. The parties consent to and agree not to contest the jurisdiction of this Court. The parties further acknowledge that venue in this Court is appropriate and agree not to raise any challenge on this basis. 24. In the event the United States reinstates the Civil Action as contemplated by Paragraph 23, above, or in any lawsuit to remedy a breach of this Agreement, the United States may seek, in addition to any remedy available under law or equity: (a) an injunction mandating specific performance of any term or provision in this Agreement, without regard to whether monetary relief would be adequate; (b) an award of reasonable attorneys’ fees and costs incurred in bringing an action to remedy breach of this Agreement; and (c) any additional relief that may be authorized. If such an action is filed, KleinBank expressly agrees not to count the time during which this Agreement is in place, or use the terms or existence of this Agreement, to plead, argue or otherwise raise any defenses under theories of claim preclusion, issue preclusion, statute of limitations, estoppel, laches, or similar defenses. 25. Failure by the United States to enforce any provision of this Agreement shall not operate as a waiver of the United States’ right or ability to enforce any other provision of this Agreement.