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With a copy to: Ruden McClosky P.A. 222 Lakeview Avenue, Suite 800 West Palm Beach, FL 33401 Attn: Steven R. Parson, Esq. With a copy to: Shubin & Bass, P.A. 46 S.W. 1st Street, 3rd Floor Miami, FL 33130 Attn: Juan J. Farach, Esq. 6. Attorneys' Fees and Costs: Except as provided for in Section 11 herein, each party to this Settlement Agreement shall bear their own attorneys' fees and costs in relation to this Settlement Agreement, the Lawsuit and the Bert Harris Claim. 7. Entire Agreement: Except as otherwise indicated herein, the parties agree that this Settlement Agreement and the attached Exhibits constitute the entire agreement between the parties executed by them for the purposes of settling and resolving all claims between them which were asserted in the Lawsuit. 8. Advice and Authority of Counsel: The parties acknowledge that each has had the benefit of counsel and full and free access to counsel in connection with the negotiation and execution of this Settlement Agreement, that each has consulted with counsel in connection with this Settlement Agreement, and that each has had the opportunity, prior to execution, to read this Settlement Agreement and fully understand all of its provisions. Should any provision in this Settlement Agreement require judicial or quasi-judicial interpretation it is agreed that a Court or other dispute resolution forum interpreting or enforcing the same shall not apply a presumption that the terms hereof shall be more strictly construed against any party by reason of the rule construction that a document is to be construed more strictly against the party who itself or through its agent has prepared the same. The parties agree that this Settlement Agreement is the product and result of a joint effort. 9. Governing Law: This Settlement Agreement shall be construed in accordance with and governed by the laws of the State of Florida. The Circuit Court in and for Indian River County, Florida, shall have sole jurisdiction over any dispute or in relation to any determination of the respective right(s) of the parties in accordance with this Settlement Agreement and enforcing this Settlement Agreement. 10. Binding Effect; Assignability: This Settlement Agreement is fully binding upon and shall inure to the benefit of the successors, permitted assigns, transferees, agencies and representatives of the parties hereto. Any reference to any of the parties hereto includes their successors, permitted assigns, transferees, agencies and representatives. This Settlement Agreement shall be freely assignable by DiVosta to an entity who becomes the successor developer under the Development Order. 11. Claims as to the Settlement Agreement: In the event a claim is brought or action is commenced by any person seeking to invalidate any provision of this Settlement Agreement then, in such event the parties hereto agree to cooperate fully with one another for the purpose of upholding the terms of this Settlement Agreement. In the event there is any breach of this Settlement Agreement or any litigation between the parties arising out of or connected with this Settlement Agreement, the RM:6637905:11 4