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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 reason <br /> whatsoever by a court of competent jurisdiction, each and all of the remaining terms, provisions, <br /> promises, covenants and conditions of this Agreement shall not be affected thereby, and shall be <br /> valid andenforceable 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. Except 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 same 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 />or duties under the provisions of this Agreement. <br /> Section 16. Amendments. <br /> Except as provided in Section 12 above, this Agreement shall not be amended, modified, <br /> or altered, unless the negative consent of each of the Members is obtained. To obtain the <br /> negative consent of each of the Members, the following negative consent procedure shall be <br /> followed: (a) the Authority shall provide each Member with a notice at least sixty (60) days prior <br /> to the date such proposed amendment is to become effective explaining the nature of such <br /> proposed amendment and this negative consent procedure; (b) the Authority shall provide each <br /> Member who did not respond a reminder notice with a notice at least thirty (30) days prior to the <br /> date such pr6posed amendment is to become effective; and (c) if no Member objects to the <br /> proposed amendment in' writing within sixty (60) 'days after the initial notice, the proposed <br /> amendment shall become effective 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 Initial Members an executed counterpart of this Agreement, together with a <br /> certified copy of a resolution of the governing body of each such Initial Member approving this <br /> Agreement and the execution and delivery hereof. <br />ld use under similar circumstances. <br />l audit with an audit covering a two-year period. <br />rograms available to all property owners who wish to <br />d the Authority will notify the City in advance of any additions or changes; <br /> and <br />