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6.3A I <br /> Page 62 <br /> 1 ARTICLE 13 MISCELLANEOUS AGREEMENTS <br /> 2 13.01 GOVERNING LAW <br /> 3 This Agreement shall be governed by, and construed and enforced in accordance with, <br /> 4 the laws of the State of California. <br /> 5 13.02 JURISDICTION <br /> 6 Any lawsuits between the parties arising out of this Agreement shall be brought and <br /> 7 concluded in the courts of the State of California, which shall have exclusive jurisdiction <br /> 8 over such lawsuits. With respect to venue, the parties agree that this Agreement is <br /> 9 made in and will be performed in San Mateo County. <br /> 10 13.03 BINDING ON SUCCESSORS <br /> 11 The provisions of this Agreement shall inure to the benefit of and be binding on the <br /> 12 successors and permitted assigns of the parties. <br /> 13 13.04 PARTIES IN INTEREST <br /> 14 Nothing in this Agreement is intended to confer any rights on any Persons other than the <br /> 15 parties to it and their successors and permitted assigns. <br /> 16 13.05 WAIVER <br /> 17 The waiver by either party of any breach or violation of any provisions of this Agreement <br /> 18 shall not be deemed to be a waiver of any breach or violation of any other provision nor <br /> 19 of any subsequent breach or violation of the same or any other provision. <br /> 20 13.06 ATTACHMENTS <br /> 21 Each of the Attachments, identified as Attachments "1" through "19,n is attached hereto <br /> 22 and incorporated herein and made a part hereof by this reference. <br /> 23 13.07 ENTIRE AGREEMENT <br /> 24 This Agreement, including the Attachments, represents the full and entire agreement <br /> 25 between the parties with respect to the matters covered herein and supersedes all prior <br /> 26 negotiations and agreements, either written or oral. <br /> 27 13.08 SECTION HEADINGS <br /> 28 The article headings and section headings in this Agreement are for convenience of <br /> 29 reference only and are not intended to be used in the construction of this Agreement nor <br /> 30 to alter or affect any of its provisions. <br /> 31 13.09 INTERPRETATION <br /> 32 Each party has participated in the preparation of this Agreement with the assistance of <br /> 33 legal counsel to the extent desired. Accordingly, this Agreement shall be interpreted and <br /> 34 construed reasonably and neither for nor against either party <br /> 35 13.10 AMENDMENT <br /> 36 This Agreement may not be modified or amended in any respect except by a writing <br /> 37 signed by the parties. <br /> Operating Agreement for Shoreway Center <br /> Page - 53 - ��o/� <br />