Res 2019-022/approving a contribution in aid of construction agreement with Urban Mining Company and Urban Mining Development, LLC to provide for the City’s financial participation in the cost of extending electric service to Urban Mining Company’s opera

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Section 8.06. Applicable Law and Venue. This Agreement is made, and shall be construed and interpreted under the laws of the State. Venue for any legal proceedings shall lie in State courts located in Hays County, Texas. Venue for any matters in federal court will be in the United States District Court for the Western District of Texas, Austin Division, Section 8.07. Severability. In the event any provision of this Agreement is illegal, invalid, or unenforceability under the applicable present or future laws, then, and in that event, it is the intention of the Parties that the remainder of this Agreement shall not be affected thereby, and it is also the intention of the parties to this Agreement that in lieu of each clause or provision that is found to be illegal, invalid, or unenforceable a provision be added to this Agreement which is legal, valid and enforceability and is a similar in terms as possible to the provision found to be illegal, invalid or unenforceable. Section 8.08. Third Parties. The City and Developers intend that this Agreement shall not benefit or create any right or cause of action in or on behalf of any third -party beneficiary, or any individual or entity other than the City and Developers or permitted assignees of the City and Developers, except that the indemnification and hold harmless obligations by Developers provided for in this Agreement shall inure to the benefit of the indemnitees named therein. Section 8.09. No Joint Venture. Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the Parties, and any implication to the contrary is hereby expressly disavowed. It is understood and agreed that this Agreement does not create a joint enterprise, nor does it appoint either Party as an agent of the other for any purpose whatsoever. Except as otherwise specifically provided herein, neither Party shall in any way assume any of the liability of the other for acts of the other or obligations of the other.