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CITY OF PORTSMOUTH Attn: City Attorney 801 Crawford Street 61h Floor Portsmouth, VA 23704 To the Grantee: Cavalier IP TV, LLC Attn: Brad Evans Executive Chairman 2134 W. Laburnum Ave. Richmond, VA 23227 With a non-binding courtesy copy to: Cavalier IP TV, LLC Attn: General Counsel 2134 W. Laburnum Ave. Richmond, VA 23227 11.3 Entire A.greement. This Franchise, including all Exhibits, embodies the entire understanding and agreement ofthe City and the Grantee with respect to the subject matter hereof and supersedes all prior understandings, agreements and communications, whether written or oral. All ordinances or parts of ordinances that are in conflict with or otherwise impose obligations different from the provisions of this Franchise are superseded by this Franchise. 11.4 Severability. If any section, subsection, sentence, clause, phrase, or other portion of this Franchise is, for any reason, declared invalid, in whole or in part, by any court, agency, commission, legislative body, or other authority of competent jurisdiction, such portion shall be deemed a separate, distinct, and independent portion. Such declaration shall not affect the validity of the remaining portions hereof, which other portions shall continue in full force and effect. 11.5 Governing Law. This Franchise shall be deemed to be executed in the Commonwealth of Virginia, and shall be governed in all respects, including validity, interpretation and effect, and construed in accordance with, the laws of the Commonwealth of Virginia. 11.6 Modification. No provision of this Franchise shall be amended or otherwise modified, in whole or in part, except by an instrument, in writing, duly executed by the City and the Grantee, which amendment shall be authorized on behalf of 1)')J4hlv2 13