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breach of covenants or conditions of this Amendment #2 or any default which may then exist on the part of CRPD or AYSO 9, and the making of any such payment while any such breach or default will exist will in no way impair or prejudice any right or remedy available to CRPD or AYSO 9 with respect to such breach or default. 15. INTERPRETATION® This Amendment #2 was drafted in, and will be construed in accordance with the laws of, the State of California and exclusive venue for any action involving this Amendment #2 will be in Ventura County. 16. ENTIRE AMENDMENT #2. This Amendment #2 sets forth the entire understanding of the parties. There are not other understandings, terms or other agreements expressed or implied, oral or written. This Amendment #2 will bind and inure to the benefit of the parties to this Amendment #2 and any subsequent successors and assigns. 17. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Amendment #2 and to engage in the actions described herein. This Amendment #2 may be modified by written amendment signed by both Parties. CRPD's General Manager may execute any such amendment on behalf of CRPD. AYSO 9's Commissioners or designee may execute any such amendment on behalf of AYSO 9. 18. SEVERABILITY. If any portion of this Amendment #2 is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Amendment #2 will continue in full force and effect. AMERICAN YOUTH SOCCER ORGANIZATION REGION 9 Kathryn Moore Regional Co -Commissioner AMERICAN YOUTH SOCCER ORGANIZATION REGION 9 Brendon Moore Regional Co -Commissioner (-.0*0NEJO RECREATION AND PARi R P D 0 Jim Friedl General Manager