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i <br />of City. <br />10. ENTIRE AGREEMENT: This instrument together with any <br />attachments hereto constitutes the entire Agreement between <br />the parties with respect to the subject matter hereof, and <br />supersedes and replaces any prior understandings or <br />agreements, oral or written, between the parties regarding <br />such subject matter. No modification or variations of the <br />terms of this Agreement or any provision thereof shall be <br />valid unless in writing and signed by both of the parties <br />hereto. <br />11. GOVERNING LAW: This contract between City and S.P. <br />shall be governed by and construed according to the laws of <br />Texas. <br />12. PARTIAL INVALIDITY: If any provision of this Agreement <br />is held by a Court of competent jurisdiction to be invalid, <br />void or unenforceable, the remaining provision shall <br />nevertheless continue in full force without being impaired <br />or invalidated in any way. <br />13. INTERPRETATION NOT AFFECTED BY HEADINGS: The division <br />of this Agreement into articles, sections and other <br />portions, and the insertion of headings, are for convenience <br />of reference only and shall not affect the construction or <br />interpretation of this Agreement. <br />14. ASSIGNMENT: S.P. may assign its rights under this <br />Agreement without the prior written consent of The City of <br />La Porte, provided that such assignment shall not relieve <br />S.P.'s assignee from performance of S.P.'s obligations set <br />forth in this Agreement. <br />15. NOTICES: All notices required or permitted to be given <br />hereunder shall be in writing and may be delivered by hand, <br />by facsimile, by nationally recognized private courier, or <br />by United States mail. Notices delivered by mail shall be <br />deemed given three (3) business days after being deposited <br />in the United States mail, postage prepaid, registered or <br />certified mail, return receipt requested. Notices delivered <br />by hand, by facsimile, or by nationally recognized private <br />carrier shall be deemed given on the first business day <br />following receipt; provided, however, that a notice <br />delivered by facsimile shall only be effective if such <br />notice is also delivered by hand, or deposited in the United <br />States mail, postage prepaid, registered or certified mail, <br />on or before two (2) business days after its delivery by <br />facsimile. All notices shall be addressed as follows: <br />VA <br />