Res 2022-119R Approving an interlocal agreement with the city of Brownsville/public utility board to enable each entity to utilize vendors for good and services under contracts procured by the others.

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ARTICLE VI FISCAL FUNDING The financial obligations of the Parties, if any, under this Agreement are contingent upon the availability and appropriation of sufficient funding. Any Party may withdraw from this Agreement without penalty in the event funds are not available or appropriated. However, no Party will be entitled to a refund of amounts previously contributed in the event of withdrawal for lack of funding. ARTICLE VII MISCELLANEOUS A. Notice: Any notice required or permitted to be delivered hereunder shall be deemed received when sent in the United States Mail, Postage Prepaid, Certified Mail, Return Receipt Requested, or by hand -delivery, facsimile transmission, or email transmission addressed to the respective Party at the address set forth opposite the signature of the Party. B. Amendment: This Agreement may be amended by the mutual written agreement of the Parties. C. Severability: In the event one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect the other provisions, and the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. D. Governine Law: The validity of this Agreement and any of its terms and provisions, as well as the rights and duties of the Parties, shall be governed by the laws of the State of Texas. Venue for any action concerning this agreement shall lie in Hays County, Texas. E. No Waiver of Immunities: Neither Party waives, modifies, or alters to any extend whatsoever the availability of the defense of governmental immunity under the laws of the State of Texas and the United States. F. Entire Agreement: This Agreement represents the entire agreement among the Parties with respect to the subject matter covered by this Agreement. There is no other collateral, oral, or written agreement between the Parties that in any manners relates to the subject matter of this Agreement. G. Recitals: The recitals to this Agreement are incorporated herein. H. Counterparts: This Agreement may be executed in any number of counterparts, each of which shall be deemed an original constituting one and the same instrument. I. No Assignment: The Parties may not assign or transfer their rights under this Agreement. J. Compliance with Law: Each Party is responsible for complying with any additional or varying laws and regulations regarding purchases. K. No Waiver of Rights: Nothing in this Agreement shall be deemed to waive, modify, or amend any legal defense available at law or equity to a Party, including the defense of sovereign immunity, nor to create any legal rights or claims on behalf of a person not a party to this Agreement. Interlocal Purchase Agreement between Brownsville Public Utilities Board of the City of Brownsville and the City of San Marcos Page 3 of 5