Agmt16 Citizens for the Public Trust and Ted J. Hannig

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been specifically advised by its counsel of the consequences of the above waiver, as well as with respect to this Agreement generally. 5.7 Integration Clause. This Agreement contains the entire agreement of the PARTIES with respect to the subject matter of this Agreement and supersedes any and all prior, written or oral, agreements among them concerning the subject matter of this Agreement. There are no representations, agreements, arrangements or understandings, oral or written, among the PARTIES, relating to the subject matter of this Agreement that are not fully expressed herein. This is a fully integrated document. 5.8 Other and Further pocuments. The PARTIES, and each of them, shall take such actions and shall execute, deliver and file or record any such document as may be reasonable or necessary to effectuate the purposes and contents of this Agreement. 5.9 Consultation With Counsel. The PARTIES represent and warrant that they have presented their respective counsel with this Agreement, that their respective counsel has had the opportunity to review this Agreement and that they are executing this Agreement of their own free will after having received advice from their respective counsel regarding the execution of this Agreement. 5.10 Choice of Law, Jurisdiction and Venue. This Agreement shall be governed by and construed in accordance with California law. Any action or proceeding arising under this Agreement shall be brought exclusively in the San Mateo County Superior Court. 5.11 Severabilitv. If any one or more of the provisions of this Agreement should be ruled wholly or partly invalid or unenforceable by a court or other government body of competent jurisdiction, then; (i)the validity and enforceability of a11 provisions of this Agreement not ruled to be invalid or unenforceable shall be unaffected; (ii) the effect of the ruling shall be limited to the jurisdiction of the court or other government body making the ruling; (iii)the provision(s) held wholly or partly invalid or unenforceable shall be deemed amended, and the court or other government body is authorized to reform the provision(s), to the minimum extent necessary to render them valid and enforceable in conformity with the PARTIES' intent as manifested herein; and (iv) if the ruling and/or the controlling principle of law or equity leading to the ruling is subsequently overruled, modified, or amended by legislature,judicial, or administrative action, then the provision(s) in question as originally set forth in this Agreement shall be deemed valid and enforceable to the maximum extent permitted by the new controlling principle of law or equity. 5.12 No Waiver. The failure of any party to insist upon compliance with any of the provisions of this Agreement or the waiver thereof, in any instance, shall not be construed as a general waiver or relinquishment by such party of any other provision of this Agreement. 5.13 Amendment. This Agreement may not be amended except by an instrument in writing, executed by the PARTIES, and each of them. SETTLEMENT AGREEMENT n Page 6 of 9 �� OAK#4839-2370-0524 vl l 05674-0029