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Section 10.11. Parties in Interest. Nothing in this Acquisition Agreement, expressed or <br /> implied, is intended to or shall be construed to confer upon or to give to any person or entity <br /> other than the City, the CFD and the Developer any rights, remedies or claims under or by <br /> reason of this Acquisition Agreement or any covenants, conditions or stipulations hereof; and all <br /> covenants, conditions, promises, and agreements in this Acquisition Agreement contained by or <br /> on behalf of the City, the CFD or the Developer shall be for the sole and exclusive benefit of the <br /> City, the CFD and the Developer. <br /> Section 10.12. Amendment. This Acquisition Agreement may be amended, from time <br /> to time, by written Supplement hereto and executed by both the City and the Developer. <br /> Section 10.13. Counterparts. This Acquisition Agreement may be executed in <br /> counterparts, each of which shall be deemed an original. <br /> Section 10.14. Governing Law. The provisions of this Acquisition Agreement shall be <br /> governed by the laws of the State of California applicable to contracts made and performed in <br /> such State. <br /> Section 10.15. Jurisdiction and Venue. This Agreement has been executed and <br /> requires performance by Developer in Redwood City, California within San Mateo County. In <br /> the event any action or proceeding is commenced to interpret, invalidate or enforce any term or <br /> provision of this Agreement, jurisdiction and venue shall lie only in the San Mateo County. The <br /> parties expressly agree this is the sole and exclusive jurisdiction and venue for all disputes <br /> related to this Acquisition Agreement. <br /> -31- <br /> L <br />