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12. Advice Of Counsel <br />Each Party hereto, by its execution of this ASA, represents to every other Party that <br />it has reviewed each term of this ASA with its counsel and hereafter no Party shall <br />deny the validity of this ASA on the ground that the party did not have advice of <br />counsel. Each Party to this ASA has had the opportunity to receive independent <br />legal advice with respect to the advisability of entering into and being bound by this <br />ASA and with respect to the meaning of California Civil Code § 1542. <br />13. Parties Have Not Transferred Right Or Claims <br />The Parties hereto each represent and warrant to the other Party that they have not <br />assigned, transferred or sublet to any third party any of the rights, claims, causes of action <br />or items to be released or transferred which they are obligated to transfer or to release as <br />part of this ASA. <br />14. Authority To Execute This Agreement <br />Each Party executing this ASA represents that it is authorized to execute this ASA. Each <br />Party executing this ASA on behalf of an entity, other than an individual executing this <br />ASA on his or her own behalf, represents that he or she is authorized to execute this ASA <br />on behalf of said entity. <br />15. -Construction <br />Each Party has cooperated in the drafting and preparation of this ASA. In any construction <br />or interpretation to be made of this ASA, or of any of its terms, conditions and/or <br />provisions, the sarne shall not be construed against any party. <br />16. Notices <br />All notices, requests, demands and other communications required or permitted to be <br />given under this ASA shall be in writing and shall either be delivered in writing <br />personally or be sent by telegram or by regular or certified first class mail, postage <br />prepaid, deposited in the United States mail, and properly addressed to the Party at its <br />address as set forth below, or at any other address that such Party may designate by <br />written notice to the other Party: <br />To City: City of Santa Ana,Public Works Agency <br />20 Civic Center Plaza, M-36 <br />Santa Ana, CA 92702 <br />Attention: Souri Amirani <br />To Tenant: Evans Roofing Company, Inc. <br />2020 South Yale Street <br />Santa Ana, CA <br />Acquisition Settlement Agrecment <br />Pagc 4 of '8 <br />25K-8