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proceeding pending, or, to the best of such party's knowledge, threatened, contesting or questioning <br />its existence, or its power and authority to enter into this Agreement, or its due authorization, <br />execution and delivery of this Agreement, or otherwise contesting or questioning the issuance of <br />Bonds. <br />B. Governing Law <br />This Agreement shall be governed by and interpreted in accordance with the laws of the State <br />of Texas and applicable federal law. <br />C. Severability <br />If any provision hereof shall be held invalid or unenforceable by a court of competent <br />jurisdiction, the remaining provisions hereof shall survive and continue in full force and effect. <br />D. Counterparts <br />This Agreement may be executed in one or more counterparts, each and all of which shall <br />constitute one and the same instrument. <br />[The remainder of this page intentionally left blank] <br />