|
COOPERATIVE AGREEMENT NO. C-0-2201
<br /> 1 ARTICLE 9. AUDIT AND INSPECTION
<br /> 2 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally
<br /> 3 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized
<br /> 4 representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and
<br /> 5 other data and records of CITY for a period of four (4) years after final payment, or until any on-going
<br /> 6 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
<br /> 7 AUTHORITY's payment of CITY's final billing (so noted on the invoice) under this Agreement.
<br /> 8 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
<br /> 9 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor or
<br /> 10 consultant.
<br /> 11 ARTICLE 10. INDEMNIFICATION
<br /> 12 A. To the fullest extent permitted by law, CITY shall defend(at CITY's sole cost and expense
<br /> 13 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
<br /> 14 AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties"), from
<br /> 15 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
<br /> 16 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
<br /> 17 attorney fees(collectively"Claims"), including but not limited to Claims arising from injuries to or death of
<br /> 18 persons(CITY's employees included),for damage to property, including property owned by AUTHORITY,
<br /> 19 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
<br /> 20 acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection
<br /> 21 with or arising out of the performance of this Agreement.
<br /> 22 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole
<br /> 23 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold
<br /> 24 harmless CITY, its officers, directors, employees, and agents(collectively the"Indemnified Parties"),from
<br /> 25 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
<br /> 26 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
<br /> Page 9 of 13
<br />
|