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16. Waiver. No waiver of any provision of this Agreement shall be binding unless <br />executed in writing by the party making the waiver. No waiver of any provision of this <br />Agreement shall be deemed to constitute a waiver of any other provision, whether or not <br />similar, nor shall any waiver constitute a continuing waiver unless the written waiver so <br />specifies. <br />17. Counterparts; Facsimile/Electronic Signatures. This Agreement may be <br />executed in counterparts, each of which shall be deemed an original and all of which <br />together shall constitute one and the same instrument. The parties shall be entitled to rely <br />upon facsimile copies or electronic copies of the parties' signatures to this Agreement <br />and any instrument executed in connection herewith. Notwithstanding the foregoing, <br />promptly after sending a facsimile or electronic copy of its signature hereon, each party <br />shall provide the other with an executed original counterpart by overnight courier, <br />although the failure to provide such counterpart shall not limit the effectiveness of this <br />Agreement. <br />18. No Agency or Joint Venture. It is not the intention of the parties to <br />create by this Agreement a relationship of master-servant, principal-agent, partnership or <br />joint venture and under no circumstance shall either party be considered the agent of the <br />other. <br />19. Governing Law. This Agreement is entered into in and shall be governed by and <br />construed in accordance with the internal laws of the State of California. <br />20. Jurisdiction and Venue. The parties agree that any suit, action or proceeding <br />arising out of or relating to this Agreement, or the interpretation, performance or breach <br />of this Agreement, shall be instituted in the United States District Court for the Northern <br />District of California or any court of the State of California located in Alameda County. <br />21. Severability. If any term or provision of this Agreement is ever determined to be <br />invalid or unenforceable for any reason, such term or provision shall be severed from this <br />Agreement without affecting the validity or enforceability of the remainder of this <br />Agreement. <br />22. Notices. All notices and other communications under this Agreement shall be in <br />writing and shall be deemed duly given: (a) when delivered if personally delivered to the <br />recipient; (b) when transmitted by telecopier or facsimile device during normal business <br />hours, provided such device is capable of generating a written confirmation of such <br />transmission and receipt and an original is deposited in first class mail within two (2) <br />business days thereafter addressed as set forth below; (c) on the first business day <br />following delivery to an overnight delivery service, provided delivery is confirmed by the <br />delivery service; and (d) on the earlier of actual receipt or three (3) days following <br />deposit in United States registered or certified mail, postage prepaid and return receipt <br />requested, addressed to the parties as set forth below. Any party may change its address <br />for notices by giving written notice to the other parties in the manner set forth above. <br />18 <br />Cost Sharing Agreement <br />Surplus Property Authority, Livermore and Pleasanton <br />