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19. LEGAL COUNSEL <br /> It shall be the responsibility of the CITY to handle all legal matters of the Transit System not <br /> covered by insurance. Whenever legal counsel is required for the benefit of the Transit <br /> System and such counsel is not provided by the CITY,CONTRACTOR shall have the right <br /> to retain counsel reasonably acceptable to the CITY and charge the cost thereof as an <br /> operating expense of the Transit System,except in the case of legal disputes arising between <br /> the CITY and CONTRACTOR, and except for legal counsel hired for purposes of labor <br /> relations(including grievances and arbitration). The CITY and CONTRACTOR shall each <br /> be considered clients of such counsel,even if the CITY is not a named party in the litigation, <br /> and CONTRACTOR may not assert claims or defenses through such counsel without the <br /> approval of the CITY. <br /> 20. FORCE MAJEURE <br /> CONTRACTOR shall not be liable to the CITY for any failure, delay or interruption of <br /> service or for any failure or delay in the performance of any obligation under this Agreement <br /> due to strikes,walkouts, acts of God(including severe weather),governmental restrictions, <br /> enemy action,civil commotion,unavoidable casualty,unavailability of fuel or parts,or other <br /> similar acts beyond the reasonable control of CONTRACTOR. <br /> 21. NO PERSONAL LIABILITY <br /> No officer, director, or employee of the CITY or of CONTRACTOR or of the SUB- <br /> CORPORATION shall be personally liable for the fulfillment of the conditions of this <br /> Agreement. <br /> 22. DISPUTE RESOLUTION <br /> A. Disputes arising in the performance of this Agreement which are not resolved by <br /> agreement of the parties shall be decided in writing by the Decatur City Council. <br /> This decision shall be final and conclusive unless within ten(10)days from the date <br /> of receipt of its copy,CONTRACTOR mails or otherwise furnishes a written appeal <br /> 12 <br />