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5. Governing Law. The construction and performance of this Agreement shall be <br />governed by the laws of the State of Texas. <br />6, Notices. Any notice pursuant to this Agreement shall be in writing and <br />shall be deemed delivered on the date of personal delivery or confirmed facsimile transmission <br />or confirmed delivery by a nationally recognized overnight courier service, and shall be <br />addressed as follows (or to such other address as any party may request by written notice): <br />if to COSM: City of San Marcos <br />Emergency Management <br />630 E. Hopkins <br />San Marcos, TX 78666 <br />Attention: Rob Fitch <br />if to KZSM: San Marcos Texas Community Radio Association <br />216 N. Guadalupe <br />San Marcos, TX 78666 <br />Attention: Priscilla Leder <br />7. Counterparts. This Agreement may be executed in separate counterparts, each <br />of which will be deemed an original and all of which together will constitute one and the same <br />agreement. <br />8. Conflict Waiver. The Parties have requested John C. Trent, Esquire to prepare <br />and. file all of the necessary documents with the FCC to transfer the Station licenses to the <br />Buyer. The Parties recognize that by doing that he will be working for each side. <br />Notwithstanding that fact, the Parties agree that it is in their best interest to have Mr. Trent do <br />this work and as such the Parties do hereby agree and waive any conflict-of-interest claim <br />associated with Mr. Trent's work in this matter. <br />[SIGNATURE PAGE FOLLOWS] <br />IN <br />