Res 2015-020/Wildenthal Tract - Laserfiche WebLink

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ARTICLE 6 DISPUTE RESOLUTION 6.1 Negotiation. The Parties will attempt in good faith to resolve promptly through negotiation any claim or controversy arising out of or relating to this MOU. If a controversy or claim should arise, the Parties agree to each select a Representative and to have those Representatives meet at least once to attempt in good faith to resolve the dispute. For such purpose, any Party may request the others to meet within ten (10) days, at a mutually- agreed- upon time and place. The Parties shall, within ten (10) days after the Effective Date of this MOU, each designate to the other their respective Representatives, who shall be an executive -level individual with authority to settle disputes. Each of the Parties may change the designation of its Representative, but shall maintain at all times during the term of this MOU a designated Representative and shall ensure that the other Parties are notified of any change in the designation of its Representative. 6.2 Mediation. If the dispute has not been resolved within sixty (60) days after the first meeting of the designated Representatives (or such longer period of time as may be mutually agreed upon), any of the parties may refer the claim or controversy to non - binding mediation conducted by a mutually- agreed -upon party qualified to perform mediation of disputes related to the subject matter of this MOU (herein referred to as the "Mediator ") by sending a written mediation request to the other party. In the event that such a request is made, the Parties agree to participate in the mediation process. The Parties and the Mediator may join in the mediation any other party necessary for a mutually acceptable resolution of the dispute. Should the Mediator ever be unable or unwilling to continue to serve, the parties shall select a successor Mediator. The mediation procedure shall be determined by the Mediator in consultation with the parties. The fees and expenses of the Mediator shall be borne equally by the parties. 6.3 Litigation. If the dispute is not resolved within thirty (30) days after the commencement of mediation, or if no mediation has been commenced within ninety (90) days after the first meeting between Representatives (or such longer period of time as may be mutually agreed upon), any of the Parties may commence litigation to resolve the dispute in any Texas state court of competent jurisdiction, or in the United States District Court for the Western District of Texas to the extent said Court shall have jurisdiction over the matter. ARTICLE 7 MISCELLANEOUS 7.1 Not -to- Exceed; Bud et Out. Under no circumstances shall the City's obligation exceed the amount cited in Section 2.1, above, unless otherwise agreed in writing by the Parties. Notwithstanding any other provision of this MOU, if the San Marcos City Council or the Hays County Commissioners Court fails to appropriate or budget funds to meet the terms and conditions cited herein, then the non - appropriating entity shall not be obligated to fulfill the its obligations under this MOU. 7.2 Entire Agreement. This MOU represents the entire and integrated agreement between the County and the City and supersedes all prior negotiations, representations or arguments either MOU - Wildenthal - Phase 1 Page 4