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until the passage of thirty (30) business days after receipt by such party of notice of default from the
<br />other Party. Upon the passage of thirty (30)business days without cure of the default, such Party
<br />shall be deemed to have defaulted for all purposes of this Agreement. In the evert of non -cured
<br />dafau|t, the non -defaulting Party ehoU have all the rights and remedies available under applicable
<br />|avv including the eight to institute |ugm| mnUmn to cure any dafou|t, to enjoin any threatened or
<br />attempted violation of this AAnaement, or to enforce the defaulting Party's obligations under this
<br />Agreement byspecific performance. Nothing herein shall prevent the Parties from extending the
<br />above specified time frames for default and/or cure by mutual written agreement.
<br />2.07 Governmental Powers; Waiver ofImmunity
<br />It is understood that by execution of this Agreement the City does not waive or surrender any of its
<br />governmental powers, immunities urrights.
<br />2.08 Governing Law and Venue
<br />The City and Owner agree that this Agreement has been made under the laws of the State of Texas
<br />in effect on this date, and that any interpretation of this Agreement at a future date shall be made
<br />under the laws ofthe State nfTexas. The City and the Owner further agree that all actions tobe
<br />performed under this Agreement are performable inHays County, Texas.
<br />2.09 Attorney's Fees
<br />If any action at |avv or in equihy, including an action for declaratory na|iet is brought to enforce or
<br />interpret the provisions ofthis Agreement, the prevailing Party shall be entitled torecover reasonable
<br />attorney's fees from the other Party. The amount of fees recoverable under this paragraph may be
<br />set bythe court inthe trial ofthe underlying action ormay beenforced inoseparate action brought
<br />for that purpose, and any fees recovered shall be in addition to any other relief that may be awarded.
<br />2.18 Entire Agreement
<br />This Agreement, together with any exhibits attached herebo, constitutes the entire agreement
<br />between the Parties and supersedes any prior or contemporaneous written or oral understandings or
<br />representations of the Parties with respect to this Agnaement, including superseding the Existing
<br />Development Agreement.
<br />2.11 Exhibits/Amendment
<br />All exhibits attached hnthis Agreement are incorporated byreference and expressly made part ofthis
<br />Agreement aoifcopied verbatim. This Agreement may beamended only bymutual agreement of
<br />the Parties and in accordance with the applicable procedures outlined in Section 1.4.2.6(c) the City's
<br />212 Severability
<br />If any oocUon, subaecton, aen(enoe, dauae, phmaae, panagnaph, part or provision of this Agreement
<br />be declared by a court of competent jurisdiction to be invalid, illegal, unconstitutional or unenforceable
<br />in any respect, such unenforceability, unconstitutionality, illegality or invalidity shall not affect any of
<br />the remaining sections, subsections, sentences, clauses, phrases, paragraphs, parts or provisions of
<br />this Agreement aoa who|e, or in any pod, since the same would have been enacted by the City
<br />Council without the incorporation in this Agreement of any such inva|id, iUega|, unconstitutional or
<br />unenforceable section, subsection, sentence, clause, phrase, paragraph, part or provision.
<br />213 Interpretation
<br />Wherever required by the oonbext, the singular shall include the p|ura|, and the p|uno| shall include
<br />the singular.
<br />2.14 Notice
<br />Any notice, request mother communication required or permitted by this Agreement shall be in writing
<br />and may beaffected by overnight courier orhand delivery, mby sending said notice by registered or
<br />certified mai|, postage pnapaid, return receipt naqueatod, and addressed to the Parties as net forth
<br />below. Notice ohuU be deemed given when deposited with the United States Postal Service with
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