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any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or <br />unenforceable, the remainder of the provisions of this Agreement will remain in frill force and <br />effect and will in no way be affected, impaired, or invalidated. <br />8. Assi ng ment. Intend may not assign this Agreement or any of its rights hereunder, <br />in whole or in part, without the prior written consent of the City. In the event Intend wishes to <br />obtain the City's consent regarding a proposed assignment of this Agreement, the City may request <br />and Intend will provide any and all information reasonably demanded by the City in connection <br />with the proposed assignment and/or the proposed assignee. <br />9. Governing Law; Venue. This Agreement will be governed by and construed in <br />accordance with the laws of the State of Indiana. Venue for any action concerning this Agreement <br />will be in the courts of St. Joseph County, Indiana. <br />10. Recitals and Exhibits. The above recitals and the attached exhibits are hereby <br />incorporated into this Agreement. <br />11. Authority; Counterparts. Each undersigned person signing and delivering this <br />Agreement on behalf of the Parties, respectively, represents and warrants that he or she is duly <br />authorized and fully empowered to sign and deliver this Agreement. The Parties may execute this <br />Agreement in separate counterparts, which taken together will constitute one original document. <br />An electronically transmitted copy of a signature will be regarded as an original signature. <br />[Signature page follows.] <br />