such failure or delay is due to circumstances beyond its control, including but not limited to, acts of governmental authorities or regulatory bodies (a Force Majeure Event). It shall notify the other party promptly in the event such circumstances arise, giving an indication of the likely extent and duration thereof, and shall use all commercially reasonable efforts to resume performance of its obligations as soon as practicable.
13.10 Merger and Modification of Agreement. The terms and provisions contained in this Agreement constitute the entire Agreement between the parties and supersede all previous communications, representations, agreements or understandings, either oral or written, between the parties with respect to the subject matter, and no agreement or understanding varying or extending this Agreement will be binding upon either party to this Agreement, unless in a written amendment signed by duly authorized officers or representatives of the respective parties, and the provisions of this Agreement not specifically amended thereby remain in full force and effect according to their terms,
13.11 Severability. The provisions and clauses of this Agreement are severable, and in the event that any provision or clause is determined to be invalid or unenforceable under any controlling body of the law, such invalidity or unenforceability will not in any way affect the validity or enforceability of the remaining provisions and clauses.
13.12 Scope. This Agreement does not establish a joint venture, agency or partnership between the parties, nor create an employeremployee relationship.
13.13 Preservation of Immunity. The parties agree that nothing in this Agreement is intended or should be construed as a waiver, either express or implied, of any of the immunities, rights, benefits, defenses or protections provided to the University under governmental or sovereign immunity laws from time to time applicable to the University, including, without limitation, the Colorado Governmental Immunity Act (C.R.S. § 24-10-101, et seq.) and the Eleventh Amendment to the United States Constitution.
13.14 Headings. The headings are included for convenience only and shall not be used to construe this Agreement.
13.15 Survival. The provisions of Articles 6 Reports, Records, and Audits; 7 Confidential Information; 11.1 Disclaimer of Warranties; 11.2 Indemnification; 12.2(d); 13.3 Use of Names and Marks; 13.7 Choice of Law; 13.12 Preservation of Immunity; 13.14 Survival; and any other provision of this Agreement that by its nature is intended to survive, will survive any assignment, termination or expiration of this Agreement.
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