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18 <br /> (e) Whenever in this Agreement the giving of notice is required, the giving of <br /> such notice may be waived in writing by the Party entitled to receive such notice, and in <br /> any such case the giving or receipt of such notice shall not be a condition precedent to the <br /> validity of any action taken in reliance upon such waiver. <br /> 9.04. Further Instruments. Upon any Party's request, the Parties shall <br /> execute, acknowledge and deliver such further instruments as may be reasonably desired <br /> by any Party to carry out more effectively the purposes and intents of this Agreement. <br /> 9.05. Limitation of Rights Nothing expressed or implied in this Agreement <br /> shall give any person other than the Parties any rights to enforce any provision of this <br /> Agreement. There are no intended third-party beneficiaries of this Agreement. <br /> 9.06. Non-Business Days. When any action is provided in this Agreement to <br /> be done on a designated day or within a designated time period, and the designated day or <br /> the last day of the designated period is not a Business Day, the action may be done on the <br /> next Business Day,with the same effect as if done on the designated day. <br /> 9.07. Survival of Covenants and Representations. All covenants, <br /> representations and warranties made by the Parties in this Agreement shall survive the <br /> delivery of this Agreement. <br /> 9.08. Severability. If any provision of this Agreement shall be held invalid or <br /> unenforceable by any court of competent jurisdiction, such holding shall not invalidate or <br /> render unenforceable any other provision of this Agreement; provided, however, that <br /> upon the election of any Party, this Agreement shall immediately become void and of no <br /> further effect upon such election (except that the provisions of Section 2.04 and Section <br /> 7.02(c) shall continue in effect, unless either such Section is among the Sections held <br /> unenforceable) if any provisions of Section 2.02, Section 2.03, Section 2.04, Section 5.07 <br /> or Article VII are among those held unenforceable. <br /> 9.09. Governing Law. The parties intend that this Agreement and all rights <br /> and obligations provided for in this Agreement, including matters of construction, <br /> validity and performance, shall be governed by North Carolina law. <br /> 9.10. Entire Contract. This Agreement, including the Exhibits, constitutes <br /> the entire agreement between the Parties with respect to its subject matter. <br /> 9.11. Counterparts. This Agreement may be signed in several <br /> counterparts, including separate counterparts. Each shall be an original, but all of them <br /> together constitute the same instrument. <br /> [The remainder of this page has been left blank intentionally.] <br /> 16 <br />