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(d) Severabi!i~. If any provision of this Agreement is 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. <br /> <br /> (e) Counterparts. This Agreement may be executed in any number of <br />counterparts, each of which when so executed and delivered shall be deemed an original, <br />and it shall not be necessary in making proof of this agreement to produce or account for <br />more than one (1) such fully-executed counterpart. <br /> <br /> (f) Governing Law. This Agreement is governed by and shall be construed in <br />accordance with the laws of the State of North Carolina. <br /> <br /> (g) Captions. The captions or headings used throughout this Agreement are <br />for convenience only and in no way define, limit or describe the scope or intent of any <br />provision of this Agreement. <br /> <br /> (h) Confidentiality. To the Extent permitted by law, the parties hereto shall <br />endeavor in good faith to maintain the confidentiality of the implementation of this <br />Agreement and any materials delivered or obtained in connection therewith. <br /> <br /> (i) Construction. The parties acknowledge and stipulate that this Agreement <br />is the product of mutual negotiation and bargaining and that it has been drafted by <br />counsel for the parties. As such, the doctrine of construction against the draRer shall <br />have no application to this Agreement. <br /> <br /> (j) Lender Provision. The City, the County, and the Tourism Authority agree <br />to promptly review (subject to reasonable approval rights not to be unreasonably <br />withheld, conditioned or delayed) and cause to be executed and delivered to the <br />Developer within 15-days of request any customary financing instrument which the <br />Developers' lender may require in connection with a financing related to the Project <br /> <br />Filename - S~PlanningXlncentive Grant Agreement.doc <br /> <br />Revised 12/I 8t98 <br /> <br /> <br />