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72 <br />its sole expense during normal business hours, to examine the other Party's records to the extent <br />necessary to verify the accuracy of any statement, change, notice or computation made <br />hereunder. <br />150. .Amendment to Agreement. This Agreement may be amended or modified only <br />by a written instrument signed by each of the Parties. <br />s-? ~. <br />151. Disclaimer of Joint Venture, Partnership and,Ai=ency. This Agreement shall <br />~`-~F <br />~~. <br />not be interpreted or construed to create an association, joint"~nture,~ ~ r~J;artnership between the <br />_n <br />,...... ~ Ii't <br />County and the University, or to impose any partnership obligation or liabil`i ;-'::;upon such Parties. <br />Neither the County nor the University shall have any right, power or authority t'~:e~~er into any <br />agreement or undertaking for, or act on behalf of, or to act as or be an agent of representative of, <br />~- <br />=~- <br />or to otherwise bind, the other Party. <br />~~~~ ~~ ~ <br />152. Severability. If any term ~,. pro~i~sron;~of this Agreement or the application <br />~~ -n {x <br />~~~r, <br />thereof to any person or circumstance be invaliz~~~r unenforc ~'~le to any extent, the remainder of <br />~.; <br />this Agreement or the application of such terms an~~r~ovisions to persons or circumstances other <br />than those tow 'ch it is held invalid or unenforceable shall not be affected thereby, except each <br />~~, ~ <br />µ ~~ v4.i its i~ <br />Party sh Y be obhg~.~ed ~ to reform the remaining terms appropriately, and each term and <br />a ~~ t~ <br />nrovi~,~~b~fEthis A~reementr:shall be valid and be enforceable to the fullest extent permitted by <br />law. <br />153. Assa``~~' end: Neither Party may assign or transfer its respective rights and <br />,_,r <br />obligations under thi Agreement, except with the consent of the other Party, which shall be in <br />that Party's sole discretion. Any assignment purportedly made by a Party without the requisite <br />consent of the other Parry shall be null and void. <br />49 <br />{00018638.DOC 16} <br />