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<br />11.4 Any alteration or variation of the tenus of this Agreement will not be valid unless made <br />in writing and signed by both Parties. This Agreement constitutes the entire agreement <br />between both Parties. <br /> <br />1 1.5 This Agreement will inure to the benefit of and be binding upon Metropolitan, Santa Ana <br />and their respective successors. This Agreement is not assignable by either Party in <br />whole or in part. <br /> <br />I 1.6 The partial or total invalidity of one or more parts of this Agreement will not affect the <br />intent or validity of this Agreement. <br /> <br />11.7 This Agreement will be deemed a contract under the laws of the State of Calif ami a, and <br />tor all purposes will be interpreted in accordance with such laws. Metropolitan and <br />Santa Ana hereby agree and consent to the exclusive jurisdiction of the courts of the State <br />of Calilornia, and that the venue of any action brought hereunder will be in Los Angeles <br />County, California. <br /> <br />III <br /> <br />III <br /> <br />/II <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br />III <br /> <br />III <br /> <br />1/1 <br /> <br />III <br /> <br />III <br /> <br />Santa Ana <br /> <br />8 <br /> <br />Agreement No. 91623 <br />