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Rains Lucia Stern St. Phalle & Silver PC <br />One Capitol Mall, Ste. 345 <br />Sacramento, CA 95815 <br />ttalbot@rlslawyers.com <br />vpiggott@rlslawyers.com <br />9.Execution. This Agreement may be executed in counterparts and via facsimile or e- <br />mail, all of which shall have full force and effect. <br />10.Binding Effect. This Agreement shall be binding upon and inure to the benefit of the <br />Parties, their predecessors, successors, members, and assigns, if any. <br />11.Choice of Law and Venue. This Agreement shall be construed in accordance with <br />and be governed by the laws of the State of California. <br />12.Severability. In the event that any provision of this Agreement should be declared or <br />found to be illegal, unenforceable, ineffective or void by any court of law, each Party shall be <br />relieved of any obligations arising in such provision; the balance of this Agreement, if capable of <br />performance, shall remain in full force and effect. <br />13.Interpretation. This Agreement shall be deemed to have been prepared equally by <br />both of the Parties hereto, and this Agreement as well as its individual provisions shall not be <br />construed or interpreted more favorably for one Party on the basis that the other Party prepared it. <br />14.Independent Construction. The titles of the sections, subsections, and paragraphs set <br />forth in this Agreement are inserted for convenience of reference only, and shall be disregarded in <br />construing or interpreting any of the provisions of this Agreement. <br />[THIS SECTION INTENTIONALLY BLANK} <br />4 <br />DocuSign Envelope ID: 29998917-EC8E-48B0-A691-9286410E1F67