|
IX.
<br />x.
<br />LIABILITY
<br />A.Generally
<br />Each party to this AGREEMENT acknowledges that it will be liable for its own negligent acts or
<br />negligent omissions by or through itself, its employees, agents, and subcontractors. Each party
<br />further agrees to defend. itself and themselves, and to pay any judgments and costs arising out of
<br />such negligent acts or omissions, and nothing in this AGREEMENT shall impute or transfer any
<br />such liability from one to the other. In other words, the SUBRECIPIENT agrees to be fully
<br />responsible for its negligent acts or omissions, or any intentional tortuous acts which result in
<br />claims or suits against the AUTHORITY, and agrees to be liable for. any damages proximately
<br />caused by said acts or omissions. Nothing herein shall be construed as consent by a State or
<br />AUTHORITY agency or subdivision to be sued by third parties in any matter arising out of any
<br />contract, and nothing herein is intended to serve as a waiver of sovereign immunity where
<br />sovereign immunity applies.
<br />B.AUTHORITY not Liable for Funds
<br />The SUBRECIPIENT further acknowledges that the source of the EHV Services Fee Funds is a
<br />federal pass-through grant to the SUBRECIPIENT. The AUTHORITY shall have no obligation
<br />to advance or pay the SUBRECIPIENT with any funds other than the EHV Services Fee Funds
<br />the AUTHORITY receives from HUD.
<br />C.Hold Harmless
<br />The SUBRECIPIENT shall defend, indemnify and save harmless the AUTHORITY, its officers,
<br />agents, employees, representatives, volunteers, and student externs from and against any and all
<br />damages to property or injuries to or death of any person or persons, including property and
<br />employees or agents of the AUTHORITY, and shall defend, indemnify and save harmless the
<br />AUTHORITY, its officers, agents, employees, representatives, volunteers, and student externs
<br />from and against any and all claims, demands, suits, actions or proceedings of any kind or nature,
<br />including, but not by way of limitation, workers compensation claims and attorney fees/expenses
<br />for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors
<br />or omissions of the SUBRECIPIENT, its officers, directors, employees, agents, subcontractors,
<br />and suppliers arising out of the SUBRECIPIENT's performance of this AGREEMENT.
<br />CONFLICTS OF INTEREST
<br />The SUBRECIPIENT shall comply with 2 CFR 200.112 with respect to Jhe use of program funds
<br />to procure services, equipment, supplies, or other property. With respect to all other decisions
<br />involving the use of program funds, the following restriction shall apply: No person who is an
<br />employee, agent, consultant, officer, or elected or appointed official of the SUBRECIPIENT and
<br />who exercises or has exercised any functions or responsibilities with respect to assisted activities, or who is in a position to participate in a decision making process or gain inside information with
<br />regard to such activities, may obtain a personal or financial interest or benefit from the activity, or
<br />have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds
<br />there under, either for himself or herself, or for those with who he or she has family or business
<br />ties, during his or her tenure or for one(!) year thereafter.
<br />Page 15
<br />EXHIBIT 2
|