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1 <br />2 <br />3 <br />4 <br />5 <br />6 <br />7 <br />8 <br />9 <br />10 <br />11 <br />12 <br />13 <br />14 <br />15 <br />16 <br />17 <br />18 <br />19 <br />20 <br />21 <br />22 <br />23 <br />24 <br />25 <br />26 <br />27 <br />28 <br />binding on CONTRACTOR. ADMINISTRATOR will provide CONTRACTOR with written <br />notification of such determination. CONTRACTOR shall immediately comply with <br />ADMINISTRATOR's decision. <br />42.4 If any provision of this Agreement or the application thereof is <br />held invalid, the remainder of this Agreement shall not be affected thereby. <br />43. GOVERNING LAW AND VENUE <br />This Agreement has been negotiated and executed in the State of <br />California and shall be governed by and construed under the laws of the State <br />of California. In the event of any legal action to enforce or interpret this <br />Agreement, the sole and exclusive venue shall be a court of competent <br />jurisdiction located in Orange County, California, and the parties hereto <br />agree to and do hereby submit to the jurisdiction of such court, <br />notwithstanding Code of Civil Procedure Section 394. Furthermore, the parties <br />specifically agree to waive any and all rights to request that an action be <br />transferred for trial to another county. <br />44. SIGNATURE IN COUNTERPARTS <br />The parties agree that separate copies of this Agreement may be signed <br />by each of the parties, and this Agreement will have the same force and effect <br />as if the original had been signed by all the parties. <br />1 (WRR0415) <br />38 of 39 <br />(April 7, 2015) <br />