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City of Casselberry/MetroPlan Orlando <br />FY 2017-2018 Funding Agreement <br />SECTION 7. MISCELLANEOUS <br />A. This Funding Agreement constitutes the entire agreement between the parties with <br />respect to the specific matters contained in this Agreement and supersedes all previous <br />discussions, understandings, and agreements, written or oral, between the parties to this <br />Agreement. Any amendments to or waivers of the provisions of this Agreement must be <br />made by the parties in writing. No other agreement, oral or otherwise, regarding the <br />subject matter of this Funding Agreement may be deemed to exist or to bind either party <br />to this Agreement. <br />B. If any sentence, phrase, paragraph, provision or portion of this Funding Agreement is for <br />any reason held invalid or unconstitutional by any court of competent jurisdiction, such <br />portion will be deemed an independent provision and such holding will not affect the <br />validity of the remaining portions of this Agreement. <br />C. The parties hereby acknowledge that they have freely and voluntarily entered into this <br />Funding Agreement and that each party has been given the opportunity to receive the <br />advice of independent legal counsel for all negotiations in connection with this Funding <br />Agreement. <br />SECTION 8. CONTROLLING LAWS <br />A. The laws of the State of Florida and all duly adopted ordinances, regulations, and policies <br />of the CITY now in effect and those subsequently adopted govern the validity, <br />enforcement and interpretation of this Funding Agreement and the provisions contained <br />in it. <br />B. The location for settlement of any and all lawsuits, claims, controversies, or disputes, <br />arising out of or relating to any part of this Funding Agreement, or any breach of this <br />Agreement, will be Orange County, Florida. <br />C. The parties to this Funding Agreement agree to comply with all applicable Federal, State, <br />and local laws, ordinances, rules and regulations pertaining to this Agreement. <br />SECTION 9, BINDING NATURE OF AGREEMENT, This Agreement is binding only between the <br />CITY and METROPLAN ORLANDO. <br />Page 3of5 <br />