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COOPERATIVE AGREEMENT NO. C-7-2031
<br />1 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
<br />2 AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this Agreement.
<br />3 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
<br />4 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or
<br />5 consultant.
<br />6 ARTICLE 9. INDEMNIFICATION
<br />7 A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense
<br />8 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
<br />9 AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties'), from
<br />10 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
<br />11 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
<br />12 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of
<br />13 persons (CITY's employees included), for damage to property, including property owned by AUTHORITY,
<br />14 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
<br />15 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection
<br />16 with or arising out of the performance of this Agreement.
<br />17 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole
<br />18 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold
<br />19 harmless CITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties'), from
<br />20 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
<br />21 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
<br />22 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of
<br />23 persons (AUTHORITY's employees included), for damage to property, including property owned by CITY,
<br />24 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
<br />25 acts, omissions or willful misconduct of AUTHORITY, its officers, directors, employees or agents in
<br />26 connection with or arising out of the performance of this Agreement.
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