1991-07-15 Special Called Meeting and Joint Workshop Meeting

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• . • 9. This agreement shall bind, and shall be for the sole and exclusive benefit of the respective parties and their legal successors. The CITY shall not assign or transfer its interest in this agreement without written consent of the STATE. 10. To the extent permitted by law, the CITY shall indemnify and save harmless the STATE, its employees, agents and officers, from all claims and liability due to activities of itself, its agents, contractors, officials or employees, performed under this agreement and which result from an error omission, or negligent act of the CITY, its agents, contractors, officials or employees. The CITY shall also save harmless the STATE, its employees, agents, contractors or officials from any and all expenses, including attorney fees which might be incurred by the STATE in litigation or otherwise resisting said claim or liabilities which might be imposed on the STATE as the result of such activities by the CITY, its agents, contractors, officials or employees. 11. All notices to either party by the other required under this agreement shall be delivered personally or sent by certified or registered U. S. Mail, postage prepaid, addressed to such party at the following respective addresses: County: Honorable Norman L. Malone Mayor, City of LaPorte P. O. Box 1115 LaPorte, Texas 77572-1115 State: Mr. Milton M. Dietert District Engineer P. O. Box 1386 Houston, Texas 77251-1386 and shall be deemed given on the date so delivered or so deposited in the mail, unless other wise provided herein. Either party hereto may change the above address by sending written notice of such change to the other in the manner provided for the above. 12. This agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreement between the parties respecting the within subject matter. 13. This agreement shall become effective upon the execution by the STATE and shall terminate upon the the traffic signals from the locations identified in 6/91 (Traffic Signal-City) (MOD) Page 3 of 4 date of final removal of EXHIBIT 1.