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<br />17 <br />All notices required under Section VIII shall be deemed duly given if <br />delivered by hand (with written confirmation of receipt); via electronic <br />mail (with confirmation of transmission); or three (3) days after deposit <br />in the U.S. Mail, postage prepaid. <br />XIII. GOVERNING LAW <br /> <br />This AGREEMENT shall be governed and construed in accordance with laws of <br />the State of California. If any provision or provisions of this AGREEMENT <br />is held to be invalid, illegal or unenforceable, the validity, legality and <br />enforceability of the remaining provisions shall not any way be affected <br />or impaired hereby. <br />XIV. CONSENT TO BREACH NOT WAIVER <br /> <br />No term or provision hereof shall be deemed waived and no breach excused, <br />unless such waiver or consent shall be in writing and signed by the duly <br />authorized representative of the PERMITTEE to have waived or consented. <br />Any consent by any PERMITTEE to, or waiver of, a breach by the other, <br />whether express or implied, shall not constitute a consent to, waiver of, <br />or excuse for any other different or subsequent breach. <br />XV. APPLICABILITY OF PRIOR AGREEMENTS <br /> <br />This AGREEMENT restates and amends the provisions in prior agreements and <br />constitutes the entire AGREEMENT between the PERMITTEES with respect to <br />the subject matter. All prior agreements, representations, statements, <br />negotiations, and undertakings are superseded hereby. <br />XVI. EXECUTION OF THE AGREEMENT <br /> <br />This AGREEMENT may be executed in counterparts, and the signed counterparts <br />shall constitute a single instrument. The parties agree that this <br />AGREEMENT may be executed and delivered by electronic means, including via <br />email or electronic signature platforms (e.g., DocuSign, Adobe Sign), and <br />that such electronic signatures shall be deemed to have the same legal