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A TRUE COPY CERTIFICATION ON LAST PAGE RYAN L. BUTLER, CLERK and the Southern District of Florida for those claims justifiable in federal court. Because it is impossible to ascertain damages if either party should breach this agreement, the parties hereto are limited to bringing an action in the event of breach for specific performance. 11. Merger, Modification. This Agreement incorporates and includes all prior and contemporaneous negotiations, correspondence, conversations, agreements, and understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this Agreement that are not contained herein. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations oragreements, whether oral or written. It is further agreed that no modification, amendment, or alteration in the terms and conditions contained herein shall be effective unless contained in a written document signed by all parties. A party requesting an amendment to this Agreement must propose such amendment in writing to the other party at least ninety (90) days prior to the proposed effective date of the amendment. 12. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be held invalid or unenforceable for the remainder of this Agreement, then the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent permitted by law. 13. Captions; Construction. Captions in this Agreement are included for convenience only and are not to be considered in any construction or interpretation of this Agreement or any of its provisions. Unless the context indicates otherwise, words importing the singular number include the plural number, and vice versa. Words of any gender include the correlative words of the other genders, unless the sense indicates otherwise. 14. Sovereign Immunity, Each party to this Agreement is responsible for all injury and property damage attributable to the negligent acts or omissions of that party and the officers, employees and agents thereof, In addition, each party is subject to the provisions of Florida Statutes section 768.28 (2005). 15. No Waiver. The failure of either party at any time to require performance by the other party of any provision hereof shall in no way affect the right of either party thereafter to enforce the same. No waiver by either party of any breach of any provision hereof shall be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. 16. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same document. 17. Term. This Agreement shall commence on the Effective Date and shall remain in effect for a period of ten (10) years from the Effective Date of the Agreement, with one renewal option of five (5) years, for a potential total of fifteen (15) years. Either party may terminate this agreement upon ninety (90) days written notice to the other.