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14.5 This AGREEMENT sets forth the entire understanding between the parties, and <br />any other understandings or agreements shall be canceled and superseded by this <br />AGREEMENT upon the date of execution hereof. None of the terms of this AGREEMENT <br />shall be waived, discharged, altered or modified in any respect, except by an AGREEMENT <br />in writing signed by both parties and specifically referring to this AGREEMENT. The <br />captions in this AGREEMENT are included for convenience only and shall not be taken into <br />consideration in any construction or interpretation of this AGREEMENT or any of its <br />provisions. This AGREEMENT is performable in Lamar County, Texas, and shall be <br />governed by, construed and enforced in accordance with, the laws of the State of Texas. The <br />provisions of this AGREEMENT shall apply to, bind and inure to the benefit of the City, <br />Owner, and their respective successors, and permitted assigns, if any. <br />14.6 Venue for any actions arising under this AGREEMENT shall lie exclusively in <br />the courts of Lamar County, Texas, for any state court action, and in the U.S. District Court <br />for the Eastern District of Texas for any Federal Court action. <br />WITNESS our hands this 8"' day of October, 2012, but this AGREEMENT is <br />effective from and after August 22, 2011, as first authorized by the ORDINANCE. <br />its Elis, City Clerk <br />ATT <br />t <br />LIM <br />CITY :IF PAR''', TEXAS <br />A. J. Hasmj;,K.11 , Mayor <br />..,. <br />w_ <br />Dent McIlyar, City TMAttorney <br />ESSENT PRMC, L.P. <br />(d/b/a Paris jpun io al Medical Center) <br />y <br />6 __..._ <br />, President <br />