Res 2012-007 - Laserfiche WebLink

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be amended only upon the mutual written consent of the City and the Authority in an instrument recorded in the Official Records of Hays County, Texas; provided, however, that neither party has any right or power to agree to any amendment that would affect the enforceability of this Easement or lessen the restrictions hereunder for the protection of Golden- cheeked Warbler habitat. The Authority shall have the right to transfer or assign this Easement to a "qualified organization" under Section 170(h) of the U.S. Internal Revenue Code (which qualified organization must also be qualified to hold the Easement under Texas law), and the organization expressly agrees to assume the responsibilities of the Authority under this Easement. If the Authority ever ceases to exist or no longer qualifies to hold this Easement, a court with competent jurisdiction shall transfer this Easement to another qualified organization having similar purposes that agrees to assume this responsibility. In the event that the Easement is sold by the Authority or condemned or taken for public use, in whole or in part, TNC shall be entitled to receive a percentage of the gross proceeds or condemnation award received by the Authority equal to the ratio of TNC's financial contribution to the acquisition of the Easement Area to the total purchase price of the Easement Area paid by the City. B. Governing Law; Construction. Texas law will govern this Easement. This Easement is granted and accepted pursuant to Texas Natural Resources Code Chapter 183, as amended. Nothing in this Easement relieves either party of any obligation or restriction on the use of the Easement Area imposed by law. The parties agree that the provisions of this Easement shall survive any merger of the fee and easement interest in the Easement Area. C. Severabllrty. If any portion of this Easement is determined to be invalid, the remaining provisions will remain in full force and effect if they can be given effect without the invalid portion. D. Entire Agreement. This Easement sets forth the entire agreement of the parties and there are no other persons or entities with third party rights of enforcement. This Easement is intended to supersede all prior discussions or understandings between the City and the Authority with regard to the substance hereof. E. Notices. Notices under this Easement must be given by certified mail, return receipt requested, or by personal delivery. Each party will notify the other of any change in its address. F. Effective Date. The effective date of this Easement will be the date this Easement is recorded in the Official Records of Hays County, Texas. Page 7 of 9 1133456v 1 11212/01015