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for whose benefit they execute this Agreement. The City acknowledges it is represented by <br /> counsel in the Action and the terms of this Agreement have been relayed to it by a means it <br /> understands. <br /> Each of the Parties represents and warrants that none of the claims or causes of <br /> action involved in this Agreement has been transferred, assigned, or otherwise conveyed to any <br /> other person or entity, and each of the Parties is the holder of the claims put forth by that Party. <br /> it. The Parties hereto represent and acknowledge that in executing this Agreement <br /> they do not rely and have not relied upon any representation or statement made by any of the Parties <br /> or by any of the Parties'agents,attorneys,or representatives with regard to the subject matter, basis, <br /> or effect of this Agreement or otherwise, other than those specifically stated in this Agreement. <br /> 12. This Agreement shall be binding upon the Parties hereto and upon their heirs, <br /> administrators, representatives, executors, predecessors, successors, and assigns, and shall inure to <br /> the benefit of said Parties and each of them and to their heirs, administrators, representatives, <br /> executors,predecessors, successors, and assigns. <br /> 13. Should any provision of this Agreement be declared or be determined by any <br /> court of competent jurisdiction to be illegal, invalid, or unenforceable, the legality, validity, and <br /> enforceability of the remaining parts, terms, or provisions shall not be affected thereby, and said <br /> illegal, unenforceable, or invalid part, term, or provision shall be deemed not to be a part of this <br /> Agreement. <br /> 14. This Agreement sets forth the entire agreement between the Parties hereto and <br /> fully supersedes any and all prior agreements or understandings,written or oral,between the Parties <br /> hereto pertaining to the subject matter hereof. <br /> 15. This Agreement shall be interpreted in accordance with the plain meaning of its <br /> terms and not strictly for or against any of the Parties hereto. <br /> 16. This Agreement may be executed in counterparts, secured via email, facsimile <br /> transmission or otherwise, each of which shall be deemed to be an original. Photocopies of any <br /> executed counterpart shall have the same force and effect as an original. <br /> 17. The Parties agree that this Agreement may be enforced pursuant to California Code <br /> of Civil Procedure Section 664.6. <br /> 18. Each Party shall bear its own attorneys' fees incurred in connection with the Action <br /> and the negotiations that led to this Agreement. Should any Party hereto institute any legal action <br /> or proceeding to enforce any provision of this Agreement or for damages by reason of any alleged <br /> breach of any provision of this Agreement,the prevailing Party shall be entitled to recover from the <br /> non-prevailing Party all costs and expenses, including, without limitation, reasonable attorney's <br /> fees, court costs, and disbursements actually and reasonably incurred in connection with said <br /> proceeding. <br /> Page 4 of 5 <br />