11 - Southern Drag Boat Association Agreement

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25. Independent Contractor. SDBA shall perform its obligations under this Agreement as an independent contractor. Except with the prior written consent of City, SDBA shall have no authority to enter into any agreement or commitment on behalf of City. This Agreement shall not be deemed or construed to create any agency relationship, partnership, employment or joint venture between SDBA and City. 26. Force Majeure. Cancellation of the Event by the City, due to fire, flood, storms, riots, strikes, weather, hurricanes, unavailability of utility services, war, conflict, epidemics, terrorism, hazardous materials spill or any similar farce shall be considered "Force Majeure" and neither SDBA nor City, shall have any fizrther obligation under this Agreement, and neither Party shall be liable to the other for consequential damages including but not limited to expenses, travel costs, supplies, lost profits or loss of goodwill. 27. Applicable Law. This Agreement shall be governed by the laws of the State of Texas. Any action brought to enforce or interpret this Agreement shall be brought in any court having jurisdiction over the subject matter thereof located in Lamar County, Texas and the Parties hereto hereby consent to the personal jurisdiction of such court. 28. Attorney's Fees. Should either SDBA or City employ an attorney or attorneys to institute a legal proceeding against the other Party for the purpose of enforcing any of the provisions hereof or protecting its interest in any manner arising under this Agreement, the non -prevailing Party in any action pursued in a court of competent jurisdiction [the fmality of which is not legally contested] shall pay to the prevailing Party all reasonable costs, damages and expenses, including reasonable attorneys' fees, expended or incurred by the prevailing Party in connection with such proceeding. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK