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Agreement No. D11-066 <br />Section 12. TERMINATION. Any PARTY wishing to terminate its participation in this <br />AGREEMENT shall so notify all other PARTIES in writing by March 1 of any year. Such termination <br />shall be effective the following June 30. The terminating PARTY shall be responsible for financial <br />obligations hereunder to the extent incurred in accordance with this agreement by the PARTY prior to the <br />effective date of termination. The balance of the PARTIES may continue in the performance of the terms <br />and conditions of this AGREEMENT on the basis of a revised allocation of cost based on the funding <br />formula in Exhibit A. <br />Section 13. AVAILABILITY OF FUNDS. The obligation of each PARTY is subject to the <br />availability of funds appropriated for this purpose, and nothing herein shall be construed as obligating <br />the PARTIES to expend or as involving the PARTIES in any contract or other obligation for the future <br />payment of money in excess of appropriations authorized by law. <br />Section 14. NO THIRD PARTY BENEFICIARIES. Nothing expressed or mentioned in this <br />AGREEMENT is intended or shall be construed to give any person, other than the PARTIES hereto and <br />any entity in which a PARTY has a legal interest (such as, but not limited to, a limited liability <br />membership interest or a partnership interest), and any permitted successors or assigns of a PARTY, any <br />legal or equitable right, remedy or claim under or in respect of this AGREEMENT or any provisions <br />herein contained. This AGREEMENT and any conditions and provisions hereof is intended to be and is <br />for the sole and exclusive benefit of the PARTIES and the entities in which they have a legal interest and <br />their successors or assigns and for the benefit of no other person, agency or entity. <br />Section 15. REFERENCE TO CALENDAR DAYS. Any reference to the word "day" or "days" <br />herein shall mean calendar day or calendar days, respectively, unless otherwise expressly provided. <br />Section 16. ATTORNEYS FEES. In any action or proceeding brought to enforce or interpret any <br />provision of this AGREEMENT, or where any provision hereof is asserted as a defense, each PARTY shall <br />bear its own attorneys' fees and costs. <br />Section 17. ENTIRE AGREEMENT. This AGREEMENT is intended by the PARTIES as a final <br />expression of their agreement and intended to be a complete and exclusive statement of the agreement <br />Page 6 of 22 <br />25A-10