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? <br />? <br />Section 4. <br />Representations and Warranties. <br />? <br />? <br />(A) Authority to Act. <br />The Parties hereby represent and warrant that they are duly authorized to execute and deliver this <br />Agreement and have taken all corporate, governmental, and/or individual action, if any, necessary to <br />authorize the execution and delivery of this Agreement. <br />(B) Independent Advice of Counsel. <br />The Parties represent and declare that in executing this Agreement, that they have relied upon their own <br />judgment, belief, and lmowledge as well as the advice and recommendation of their own independently <br />selected counsel concerning the nature, extent and duration of their individual rights and claims and <br />concerning the making and execution of this Agreement and all matters related thereto. <br />(C) No Prior Assignments. <br />The Parties represent that they have not assigned or transferred and will not assign or otherwise transfer <br />any of the Released Claims. The Parties further warrant that other than their attorneys at law, whose <br />claims for attorneys fees are fully and finally satisfied by the consideration paid in this Agreement, that <br />any interest in any claim, demand, action, cause of action they have or may have, or may claim against <br />the each other and other persons or entities is released herein. <br />(D) Voluntary Agreement. <br />The Parties acknowledge, represent and declare that they have carefully read this Agreement and that <br />they have entered and executed this Agreement freely, lrnowingly, and voluntarily. <br />Section 5. No Admission of Liabilitv. <br />Nothing contained herein shall be deemed to be, or construed as, an admission of liability by any of the <br />Parties hereto with respect to the claims and subject matter of the Litigation or otherwise. This <br />Agreement shall not be used by the Parties in any administrative or judicial proceeding; provided, <br />however, that nothing contained herein shall prejudice in any manner the right of the Parties to prove and <br />enforce this Agreement.