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Article VII—Miscellaneous <br />7.1 Binding Agreement. The terms and conditions of this Agreement are <br />binding upon the successors and assigns of the parties hereto. This Agreement may not <br />be assigned without the express written permission of the City. <br />7.2 Limitation on Liability. It is understood and agreed between the parties <br />that the Company, in satisfying the conditions of this Agreement, has acted <br />independently, and the City assumes on responsibilities or liabilities to third parties, <br />including but not limited to the Retailers, in connection with these actions. The Company <br />agrees to indemnify and hold harmless the City from all such claims, suits, and <br />causes of action, liabilities, and expenses of any nature whatsoever by a third party <br />arising out of the Company's failure to perform its obligations under this <br />Agreement. <br />7.3 No Joint Venture. It is acknowledged and agreed by the parties that the <br />terms hereof are not intended to and shall not be deemed to create a partnership or joint <br />venture among the parties. <br />7.4 Authorization. Each party represents that it has full capacity and authority <br />to grant all rights and assume all obligations that are granted and assumed under this <br />Agreement. <br />7.5 Notice. All notices and communications under this Agreement to be mailed <br />to City shall be sent to the address of City's agent as follows, unless and until the <br />Company is otherwise notified: <br />City Manager <br />City of Paris <br />Post Office Box 9037 <br />Paris, Texas 75461 <br />With a qo -))Y. #o <br />City Attorney <br />City of Paris <br />Post Office Box 9037 <br />Paris, Texas 75461 <br />