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16 <br />any breach of this contract or agreement may be extremely difficult to determine, it is <br />agreed by the parties hereto that an action for damages is an inadequate remedy for <br />any breach, and that specific performance, without precluding any other remedy <br />available in equity or law, will be necessary to furnish either party hereto with an <br />adequate remedy for the breach thereof. <br />38. Severance <br />If a court or other tribunal of competent jurisdiction holds that any provisions of this <br />Agreement are invalid, illegal or unenforceable, those provisions will be limited or <br />eliminated to the minimum extent necessary so that this Agreement will otherwise <br />remain in full force and effect. <br />39. Assignment <br />This contract is not for the benefit of any person, corporation or other entity, other than <br />the parties hereto, and no person, corporation or other entity except the parties hereto, <br />shall have any rights or interest in or under this contract unless otherwise specifically <br />provided herein. Except as otherwise provided in this Agreement, Contractor shall not <br />assign or transfer any rights or privileges under this contract, either in whole or in part, <br />without the prior written consent of Zone 7, which consent shall not be unreasonably <br />withheld, or make any transfer of all or any part of its water system, or allow the use <br />thereof, in any manner whereby any provisions of this contract will not continue to be <br />binding on it, its assignee or transferee, or such user of the system. This contract and <br />the rights and responsibilities provided for herein shall be binding on the successors and <br />assigns of the parties hereto. <br />40. Venue <br />The laws of the State of California shall govern the interpretation and enforcement of <br />this Agreement, and venue shall be the Alameda County Superior Court. <br />41. Contract Modification <br />This contract may be amended or modified any time only by mutual written agreement <br />of the parties. <br />42. No Guarantee of Water Supply <br />While Zone 7 will use its best efforts to meet Contractor demand, consistent with the <br />requirements of Sections 6 and 7 of this Agreement, neither Zone 7 nor any of its <br />officers, agents, or employees shall be liable to Contractor for damages, breach of <br />contract claim, or otherwise associated with the failure, suspension, diminution, or <br />other variations of service occasioned by any cause beyond the control of or without <br />the negligence or willful misconduct of Zone 7. Such causes may include, but are not <br />Page 71 of 214