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EXHIBIT 2 <br />court of competent jurisdiction located in the State of California, and consent to the jurisdiction <br />of any such California court for the purposes connected herewith. <br />(e) Each party hereto intends that this Agreement shall not benefit or create <br />any right or cause of action in or on behalf of any person other than the parties hereto and the <br />Partnership. <br />(f) This Agreement may be executed in multiple counterpart copies, any one <br />of which when duly executed, with all formalities hereof, shall be fully binding and effective as <br />the original of this Agreement. <br />(g) This Agreement shall be effective as of the date first written above, <br />provided however that in the event that the Developer does not receive an award of the AHSC <br />Loan and AHSC Grant, this Agreement shall automatically terminate and be of no further force <br />or effect. <br />(h) The provisions of this Agreement that, by their nature and content, must <br />survive the completion, rescission, termination, or expiration of this Agreement in order to <br />achieve the fundamental purposes of this Agreement will so survive and continue to bind the <br />Parties. Without limiting the generality of the foregoing, the Parties specifically acknowledge <br />that the provisions of Section 2 will survive and continue to bind the Parties. <br />[Signatures on following page) <br />75A-23 <br />