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8.A. - Page 136 <br /> 6. Merger Clause <br /> This Agreement, including any exhibits attached hereto and incorporated herein by reference, <br /> constitutes the sole Agreement of the parties hereto with respect to the subject matter herein and <br /> correctly states the rights, duties, and obligations of each party as of this document's date. In the <br /> event that any term, condition, provision, requirement or specification set forth in this body of <br /> the agreement conflicts with or is inconsistent with any term, condition, provision, requirement <br /> or specification in any exhibit and /or attachment to this agreement, the provisions of this body of <br /> the agreement shall prevail. No subsequent modification of this Agreement shall be valid unless <br /> it is in writing and signed by the parties. <br /> 7. Controlling Law and Venue <br /> The validity of this Agreement and of its terms or provisions, as well as the rights and duties of <br /> the parties hereunder, the interpretation, and performance of this Agreement shall be governed <br /> by the laws of the State of California. Any dispute arising out of this Agreement shall be venued <br /> either in the San Mateo County Superior Court or in the United States District Court for the <br /> Northern District of California. <br /> 8. Notices <br /> Any notice, request, demand, or other communication required or permitted hereunder shall be <br /> deemed to be properly given when both (1) transmitted via facsimile to the telephone number <br /> listed below and (2) either deposited in the United State mail, postage prepaid, or when deposited <br /> for overnight delivery with an established overnight courier that provides a tracking number <br /> showing confirmation of receipt, for transmittal, charges prepaid, addressed to: <br /> In the case of County, to: Bob Adler, Controller <br /> 555 County Center <br /> Redwood City, CA 94063 <br /> Facsimile 650 363 7888 <br /> In the case of the City of Redwood City to: <br /> In the event that the facsimile transmission is not possible, notice shall be given both by United <br /> States mail and an overnight courier as outlined above. <br /> [Signature Page Follows] <br /> ATTY /AGR/2014.136/CBI D <br /> REV: 07 -23 -14 PT <br /> Page3of4 <br />