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written notice of termination to the other party. Such notice may be delivered personally to the <br />address shown in this agreement or by forwarding said notice to the other party by certified mail, <br />return receipt requested and shall be effective ten (10) days following receipt thereof by the other <br />party. <br />VI. Miscellaneous Provisions <br />1. SERVICE ORGANIZATION shall be considered for all purposes under this <br />Agreement a subcontractor to CITY, and not an employee, agent, or other <br />representative of CITY. <br />2. By entering into this Agreement, SERVICE ORGANIZATION agrees to in a11 <br />things indemnify and hold CITY, its officers and employees, harmless from any <br />and a11 liability, claims of liability, suits, claims of suit, or other similar acts <br />arising out of or in any way related to SERVICE ORGANIZATION's activities <br />under this Agreement, including claims of negligence or other similar claims. <br />3. This Agreement may be assigned by SERVICE ORGANIZATION only with the <br />express written consent of CITY. <br />4. SERVICE ORGANIZATION and CITY agree that the services under this <br />Agreement are to be performed in Lamar County, Texas, and venue for any and <br />a11 legal actions arising under this Agreement, if any, sha11 lie exclusively in the <br />State Courts of Lamar County, Texas and in the Federal Courts for the Eastern <br />District of Texas. <br />5. This Agreement shall be interpreted exclusively under the laws and ordinances of <br />the State of Texas and the City of Paris. <br />EXECUTED this day of , 2004. <br />CITY OF PARIS, PARIS, TEXAS <br />Curtis Fendley, Mayor <br />ATTEST: <br />Sherian Dixon, Assistant City Clerk <br />