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15. Indemnit <br />To the extent allowed by law, a Party will defend, indemnify, and hold harmless the <br />other Party for all claims and damages arising from the alleged acts or omissions of the <br />Party's employees or contractors. However, nothing in this Agreement shall require a Party <br />to establish an interest and sinking fund in connection with its indemnity obligations <br />hereunder. <br />16. Governing Law and Venue <br />This Agreement shall be governed by the laws of the State of Texas, and mandatory <br />venue for any legal dispute under this Agreement is in the State court in Hays County, Texas <br />having jurisdiction over the dispute. <br />17. Notices <br />Notices and approvals under this agreement are to be delivered personally, mailed by <br />certified mail, or transmitted by confirmed facsimile to the recipient at the following addresses: <br />CARTS: <br />General Manager <br />5300 Tucker Hill Lane <br />Cedar Creek, TX 78612 <br />Fax (512) 478-1110 <br />City of San Marcos: <br />City Manager <br />630 E. Hopkins <br />San Marcos, TX 78666 <br />Fax (512) 396-4656 <br />Each party will notify the other of any changes in this address information. <br />18. Termination <br />Either party may declare a default under this Agreement if the other party fails to comply <br />with any of the terms of this Agreement. If one party determines that the other party is in default <br />of this Agreement, the non -defaulting party will notify the defaulting party in writing of such <br />default, and if the default is not cured within 30 days from the date of the notice, then the non - <br />defaulting party may terminate this Agreement upon written notice. Either party may exercise its <br />remedies for default in conjunction with one another or separately, and together with any other <br />statutory or common law remedies available to such party. Any failure by the non -defaulting <br />party to enforce this Agreement with respect to one or more defaults by the defaulting party will <br />not waive the non -defaulting party's ability to enforce the Agreement after that time. <br />The City may terminate this Agreement for any reason by providing six months' advance <br />written notice of termination to CARTS. If the City terminates for any reason other than a <br />default by CARTS, CARTS shall be entitled to receive payments for services performed in <br />operating and maintaining the System and winding down through the termination date stated <br />in the notice. CARTS may terminate this Agreement for any reason by providing six months' <br />advance written notice of termination to the City. CARTS shall be entitled to receive payments <br />for expenses reasonably incurred in operating the System and winding down through the <br />5 <br />