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The laws of the State of Florida shall govern the interpretation, validity, performance, and <br />enforcements of this Agreement, and venue for any action brought under this Agreement shall be <br />in Miami -Dade County, Florida <br />9. Construction. The section headings contained in this Agreement are for <br />reference purposes only and shall not affect the meaning or interpretation hereof. The terms of <br />this Agreement shall not be more strictly construed against any one of the parties hereto as a <br />result of the party who drafted same. In constructing this Agreement, the singular shall be held to <br />include the plural, the plural shall be held to include the singular, and reference to any particular <br />gender shall be held to include every other and all genders. <br />10. Notices. Any and all notices required or desired to be given hereunder shall be <br />in writing and shall be deemed to be duly given when delivered by hand or three (3) business <br />days after deposit in the United States Mail, by registered or certified mail, return receipt <br />requested, postage pre -paid, and addressed to the applicable party to the address for such party <br />set forth at the top of this Agreement (or to such other address as either party shall hereafter <br />specify to the other in writing). <br />11. Severability. In the event any term or provision of this Agreement is <br />determined by appropriate judicial authority to be illegal or otherwise invalid and unenforceable, <br />the remainder of this Agreement shall remain enforceable to the fullest extent permitted by law. <br />12. Amendment or Termination. No modification or amendment or termination of <br />this Agreement shall be effective unless in writing, signed by the parties hereto (or their <br />permitted successors and/or assigns), and recorded in the Public Records of Miami -Dade County, <br />Florida. <br />13. Covenant running with the land. This Agreement shall constitute a covenant <br />running with the land and will be recorded in the Public Records of Miami Dade County, <br />Florida. This Agreement shall remain in full force and effect and be binding upon and inure to <br />the benefit of the parties hereto and their respective heirs, successors, and assigns unless <br />terminated as set forth in Section 12, above. <br />14. Entire Agreement. Except as otherwise agreed by the parties in writing, this <br />Agreement constitutes the entire agreement among the parties with respect to the subject matter <br />hereof and supersedes all prior agreements, understandings and arrangements, both oral and <br />written, between the parties with respect thereto. <br />[The remainder of this page is intentionally left blank; signature and notary pages to follow.] <br />Page 3 of 6 <br />