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such loss, damage or liability incurred by reason of the negligence or willful <br />misconduct of the City. <br />i. All indemnification obligations shall survive termination, expiration or cancellation <br />of this Escrow Agreement. <br />4. Notices. Any notice provided for or permitted under this Escrow Agreement, unless <br />otherwise provided herein, will be treated as having been received (a) when delivered <br />personally, (b) when sent by confirmed facsimile or (c) three (3) days following when sent <br />by certified mail, to the party to be notified, at the address set forth below, or at such other <br />place of which the other party has been notified in accordance with the provisions of this <br />paragraph. <br />a. If to the Developer, at: <br />Enns Ventures, LLC. <br />b. If to the City, at: <br />City of Paris <br />P.O. Box 9037 <br />Paris, Texas 76561 <br />Such notice will be treated as having been received upon actual receipt if actual receipt <br />occurs earlier than as provided in clauses (a) through (c) hereof. Notwithstanding the <br />foregoing. <br />5. Termination. This Escrow Agreement shall terminate and be of no force or effect upon the <br />completion of the terms and conditions contained herein and completion of the Project as <br />described herein and in the Development Agreement. <br />6. General Terms. <br />a. Voluntary and Knowing Action. The parties, by executing this Escrow Agreement, <br />state that they have carefully read this Escrow Agreement and understand fully the <br />contents thereof; that in executing this Escrow Agreement they voluntarily accept <br />all terms described herein without duress, coercion, undue influence, or otherwise, <br />and that they intend to be legally bound thereby. <br />b. Authorized Signatories. The parties each represent and warrant to the other that (1) <br />the persons signing this Escrow Agreement are authorized signatories for the <br />entities represented, and (2) no further approvals, actions or ratifications are needed <br />for the full enforceability of this Escrow Agreement against it; each party <br />