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effective; and (c) if no such Additional Member objects to the proposed amendment in writing <br />within sixty (60) days after the initial notice, the proposed amendment shall become effective <br />with respect to all Members. <br />Section 17. Effectiveness, <br />This Agreement shall become effective and be in full force and effect and a legal, valid <br />and binding obligation of each of the Members on the date that the Board shall have received <br />from two of the Charter Members an executed counterpart of this Agreement, together with a <br />certified copy of a resolution of the governing body of each such Charter Member approving this <br />Agreement and the execution and delivery hereof. <br />Section 18. Partial Invalidity. <br />If any one or more of the terms, provisions, promises, covenants or conditions of this <br />Agreement shall to any extent be adjudged invalid, unenforceable, void or voidable for any <br />reason whatsoever by a court of competent jurisdiction, each and all of the remaining terms, <br />provisions, promises, covenants and conditions of this Agreement shall not be affected thereby, <br />and shall be valid and enforceable to the fullest extent permitted by law. <br />Section 19. Successors. <br />This Agreement shall be binding upon and shall inure to the benefit of the successors of <br />the parties hereto, hxcept to the extent expressly provided herein, no Member may assign any <br />right or obligation hereunder without the consent of the other Members, <br />Section 20. Miscellaneous. <br />This Agreement may be executed in several counterparts, each of which shall be an <br />original and all of which shall constitute but one and the salve instrument. <br />The section headings herein are for convenience only and are not to be construed as <br />modifying or governing the language in the section referred to. <br />Wherever in this Agreement any consent or approval is required, the same shall not be <br />unreasonably withheld, <br />This Agreement shall be governed under the laws of the State of California. <br />This Agreement is the complete and exclusive statement of the agreement among the <br />Members, which supercedes and merges all prior proposals, understandings, and other <br />agreements, whether oral, written, or implied in conduct, between and among the Members <br />relating to the subject matter of this Agreement. <br />OHSUSA:761103270.3 PL 2015 -42 -42 t24113.doc] 10 <br />