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such applications that are approved and funded, the parties agree to execute grant agreements and subaward agreements as needed to carry out the terms of the approved grants. The parties may execute addendums to this agreement related to any such additional grant funds that are awarded. 2.04. The parties acknowledge and agree that title to all personal property acquired by a party in connection with this agreement will be held by that party, and will not be transferred to another party, person or entity if such transfer would violate the terms of any grant obligation. To the extent allowed by the grants, the parties will use grant funds and gift funds to replace, repair, and maintain property purchased to support the Project's mission. A party that owns personal property related to the Project is responsible for repair or replacement of that property if loss or damage to the property occurs as a result of events such as fire, theft, lightning, windstorm, hail, explosion, earthquake, or flood. This responsibility may be met by a party's carrying property insurance covering such events. 2.05 In the event that grant funding is not available for continued operation and maintenance of the Training Facility element of the Project, the parties agree to consider continuing such operation and maintenance using other funding sources available to the parties. The parties make no.commitment, however, to providing funding for such continued operation and maintenance in such event. 2.06. The parties do not intend to create any form of partnership or joint venture by virtue of this agreement; rather, they each act as independent contractors towards one another in executing and carrying out this agreement. The parties agree that each party will be responsible for its own actions, and those of its officers and employees, in accordance with applicable laws, including those related to governmental and official immunity. 3. Miscellaneous 3.01. This agreement will be effective as of October 1, 2002. It will continue until any party gives written notice to the other parties that it intends to withdraw from this agreement and this memorandum of understanding. 3.02. A party may assign its rights, or delegate or subcontract its duties under this Agreement only with the written consent of the other parties. 3.03. This agreement constitutes the entire agreement between the parties on this subject and supersedes all other proposals, presentations, representations, and communications, whether oral or written, between the parties. 3.04. The laws of the State of Texas will govern this agreement. Exclusive venue for any legal dispute arising under this agreement will be in Hays County, Texas. 3.05. Notices required by this Agreement will be provided by the parties to one another by certified mail, return receipt requested, or by confirmed facsimile transmission, to the following addresses: To the City: City Manager City of San Marcos 2