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Section 18. Partial Invalidity. <br /> If any one or more of the terms, provisions, promises, covenants or conditions of this <br /> Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any <br /> reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, <br /> provisions, promises, covenants and conditions of this Agreement shall not be affected thereby, <br /> and shall be valid and enforceable to the fullest extent permitted by law. <br /> Section 19. Successors. <br /> This Agreement shall be binding upon and shall inure to the benefit of the successors of <br /> the parties hereto. Except to the extent expressly provided herein, no Member may assign any <br /> right or obligation hereunder without the consent of the other Members. <br /> Section 20. Miscellaneous. <br /> This Agreement may be executed in several counterparts, each of which shall be an <br /> original and all of which shall constitute but one and the same instrument. <br /> The section headings herein are for convenience only and are not to be construed as <br /> modifying or governing the language in the section referred to. <br /> Wherever in this Agreement any consent or approval is required, the same shall not be <br /> unreasonably withheld. <br /> This Agreement shall be governed under the laws of the State of California. <br /> This Agreement is the complete and exclusive statement of the agreement among the <br /> Members, which supercedes and merges all prior proposals, understandings, and other <br /> agreements, whether oral, written, or implied in conduct, between and among the Members <br /> relating to the subject matter of this Agreement. <br />