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14.7 Additional Documents and Good Faith Cooperation. All Parties agree to cooperate fully in good faith and execute any and all supplementary documents and to take all additional actions which may be necessary or appropriate to give full force and effect to the terms and intent of this Settlement Agreement. 14.8 No inducement. The Parties acknowledge, warrant and represent that no prornises, inducements or agreements not expressly contained herein have been made to enter into this Settlement Agreement and that this Settlement Agreement, including all Releases herein, constitute the entire agreement between the Parties, are contractual and binding and are not merely recitals. 14.9 Advice of Counsel. Each Party warrants and represents that prior to executing this Settlement Agreement, said Party has relied upon the advice of legal counsel of said Party's choice. The Settlement Agreement, its text and other consequences and risks have been completely explained to the Parties by their respective counsel and the Parties warrant and represent that they understand and accept the terms of this Settlement Agreement and intend, by their signatures, to enter into and be bound hereby. 14.10 Authority of Signatories. The Parties covenant that they possess the necessary capacity and authority to sign and enter into this Settlement Agreement. 14.11 Tax Treatment and Consequences. Plaintiffs understand and agree that the City is neither providing tax or legal advice, nor making representations regarding tax obligations or consequences, if any, related to this Settlement Agreement. Plaintiffs further agree that they will not seek any indemnification from the City for any tax obligations or consequences that may arise from this Settlement Agreement. Plaintiffs agree that in the event that any taxing body determines that additional taxes are due from them, Plaintiffs and Intervenor acknowledge and assume all responsibility for the payment of any such taxes and agrees to indemnify, defend and hold the City harmless for the payment of such taxes, and any failure to withhold. Plaintiffs further agree to pay, on the City's behalf, any interest or penalties imposed as a consequence of such tax obligations, and to pay any judgments, penalties, taxes, costs and attorneys' fees incurred by the City as a consequence of Plaintiffs' failure to pay any taxes due. 14.12 No Waiver. The failure of the Parties, or either of them, to insist upon strict adherence to any temi of this Settlement Agreement on any occasion shall not be considered a waiver thereof, or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term of this Settlement Agreement. Settlement Agreement and Covenant Not to Sue - Page 13 of 15 2506199.1