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of the terminating Party expire sixty (60) days after notice is given; provided that any <br /> monetary obligations outstanding upon the expiration date shall survive until <br /> discharged. <br /> 10. Jurisdiction and Venue. Any action at law or in equity brought by any of <br /> the Parties for the purpose of enforcing a right or rights provided for by this Membership <br /> Agreement will be tried in a court of competent jurisdiction in the County of San Mateo, <br /> State of California, and the Parties waive all provisions of law providing for a change of <br /> venue in these proceedings to any other county. <br /> 11. Successors and Assigns. It is mutually understood and agreed that this <br /> Agreement will be binding upon the Parties and their respective successors and <br /> assigns. <br /> 12. Paragraph Headings. Paragraph headings as used herein are for <br /> convenience only and will not be deemed to be a part of such paragraphs and will not <br /> be construed to change the meaning thereof. <br /> 9 9 <br /> 13. Entire Agreement. This Membership Agreement, together with any other <br /> written document referred to or contemplated by it, along with the purchase order for <br /> this membership Agreement and its provisions, embody the entire Agreement and <br /> understanding between the parties relating to the subject matter of it. In case of conflict, <br /> the terms of the Agreement supersede the purchase order. Neither this Membership <br /> Agreement nor any of its provisions may be amended, modified, waived or discharged <br /> except in a writing signed by both parties. <br /> IN WITNESS WHEREOF, the parties hereto have executed this Membership <br /> Agreement the day and year first above written. <br /> Atty /Agr /RC2020 Master Agreement <br /> 040104 4 <br />