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11.8 If any provision of this Agreement is determined by a court of competent <br /> jurisdiction to be in violation of any applicable law or otherwise invalid or <br /> unenforceable, such provision will to such extent as it is determined to be illegal, <br /> invalid or unenforceable under such law be deemed null and void, but this <br /> Agreement will otherwise remain in full force and effect. Furthermore, it is the <br /> intention of the parties that in lieu of such illegal, invalid, or unenforceable <br /> provision, there automatically be added as a part of this Agreement a provision as <br /> similar in terms to such illegal, invalid, or unenforceable provision as may be <br /> possible and be legal, valid, and enforceable. <br /> 11.9 In the event a dispute arises under this Agreement, the prevailing party <br /> will be entitled to all reasonable costs and expenses incurred by it in connection with <br /> such dispute (including, without limitation, all reasonable attorney's fees and costs <br /> incurred before and at any trial, arbitration or other proceeding), as well as all other <br /> relief granted in any suit or other proceeding. <br /> 11.10 This Agreement is governed by the laws of the State of Illinois as applied to <br /> agreements entered into within Illinois. <br /> 11.11 This Agreement may be executed in two (2) or more counterparts, each <br /> of which be considered and an original, but all of which together will constitute one <br /> and the same instrument. The exchange of a fully executed Agreement (in <br /> counterparts or otherwise) by fax will be sufficient to bind the parties to the terms <br /> and conditions of this Agreement. <br /> [THIS SPACE INTENTIONALLY LEFT BLANK] <br /> 12 <br />