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DocuSign Envelope ID: CFCE3443-EF37-4FD4-80CD-D85D559F77AE
<br />account, Reimbursement Program or any participants or beneficiaries thereof; and (4) shall
<br />always remain subject to the claims of the Client's creditors. The Client further understands that
<br />the Contract Administrative Firm is not responsible for satisfying any applicable trust
<br />requirements solely because funds are transmitted to the Client in accordance with this
<br />Agreement by either the Client, or individuals who currently are or formerly were employed by
<br />the Client.
<br />5. Indemnification.
<br />a. The Client shall indemnify, defend and hold harmless the Contract Administrative Firm, its
<br />affiliates, directors, officers, owners, employees and subcontractors from any claim,
<br />expense, loss, damage, settlement, judgment, penalty or liability including reasonable
<br />attorney's fees and court costs (individually and collectively, "Claims') resulting in any way
<br />from or arising out of the Client's performance of or failure to perform its duties under this
<br />Agreement, including, without limitation, Claims resulting from or arising out of acts or
<br />omissions by the Client, its employees, owners, officers, directors, or subcontractors.
<br />b. The Contract Administrative Firm shall indemnify, defend and hold harmless the Client, its
<br />affiliates, directors, officers, owners, employees, and subcontractors or any of them from
<br />any claim, expense, loss, damage, settlement, judgment, penalty or liability, including
<br />reasonable attorneys' fees and court costs (individually and collectively, "Claims') resulting
<br />in any way from or arising out of the Contract Administrative Firm's performance of or failure
<br />to perform its duties under this Agreement, including, without limitation, Claims resulting
<br />from or arising out of acts or omissions by the Contract Administrative Firm, its employees,
<br />owners, officers, directors, or subcontractors.
<br />6. Signature
<br />The Parties to this Agreement consent and agree to all of its provisions and by their signatures
<br />cause this Agreement to become effective on the Effective Date.
<br />Client:
<br />Sign:
<br />Print: Kristine Ridge
<br />Contract Administrative Firm:
<br />o uskn" by:
<br />Sign: i+7olCT:".G"'
<br />A21979ASBF118409_.
<br />Print: Laura K. McKinlav
<br />Title: City Manager
<br />Title: President/CEO
<br />9/14/2020
<br />Date:
<br />Date:
<br />Attest:
<br />Approved as to form:
<br />Sonia R. Carvalho, City Attorney
<br />Xco�A.R
<br />Daisy Game
<br />Clerk of Council
<br />Laura A. Rossini
<br />Acting Chief Assistant City
<br />R mmen
<br />ed for approval
<br />Attorney 4-
<br />AGUE
<br />visimi.ix cm, .unni.
<br />Steven V.P1
<br />n
<br />City of Santa Ana Spending Account Administrative Services Agreement
<br />Executive Di
<br />ctor of Human
<br />Client Initials:
<br />PEPM17
<br />Resources
<br />Page 16
<br />25A-18
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