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20 . Term : The term of this Agreement is five ( 5 ) years . Unless otherwise agreed to by the parties in writing , this Agreement shall not be renewed automatically for successive terms . Notwithstanding the foregoing, this Agreement shall be coterminous with FDEP Permit for construction and with the COUNTY ' s Utility Construction Permit, whichever provides a shorter time period, but shall be not more than five (5 ) years from the date of issuance . The COUNTY may terminate this Agreement early in its sole discretion if it determines that the development project intended to be served by the improvements is suspended or discontinued . 21 . Time of Essence : Time is of the essence of this Agreement; however, if the final date of any period which is set out in any provision of this Agreement falls on a Saturday , Sunday or legal holiday under the laws of the State of Florida, then, in such event, the time of such period shall be extended to the next day which is not a Saturday, Sunday or legal holiday . 22 . Miscellaneous . (a) Entire Agreement . This Agreement (including the documents referred to herein) constitutes the entire agreement between the Parties and supersedes any prior understandings , agreements, or representations by or between the Parties, written or oral , to the extent they related in any way to the subject matter hereof. (b ) Counterparts . This Agreement may be executed in one or more counterparts , each of which shall be deemed an original but all of which together will constitute one and the same instrument . ( c ) Headings . The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement . ( d) Notices . All notices , requests , demands , claims , and other communications hereunder will be in writing . Any notice , request, demand, claim, or other communication hereunder shall be deemed duly given if ( and then two business days after) it is sent by registered or certified mail, return receipt requested, postage prepaid, and addressed to the intended recipient as set forth above . Any party may send any notice , request, demand, claim, or other communication hereunder to the intended recipient at the address set forth above using any other means ( including personal delivery , expedited courier, messenger service , telecopy, telex , or ordinary mail) , but no such notice , request, demand, claim, or other communication shall be deemed to have been duly given unless and until it actually is received by the intended recipient . Any party may change the address to which notices , requests , demands , claims , and other communications hereunder are to be delivered by giving the other party notice in the manner herein set forth . ( e) Severability . Any term or provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other jurisdiction . ( f) Construction . The Parties have participated jointly in the negotiation and drafting of this Agreement . In the event an ambiguity or question of intent or interpretation arises , this Agreement shall be construed as if drafted jointly by the Parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement . Any reference to Page 6 of 8 G:\PROJECTS\WN .01420.003 - VERONA 'I'RACE\CORRESPONDENCE\IJTILITI ES DEVELOPERS AGREEMENT FINAL 070505.DOC