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1.1. For University, the Project will be supervised by Thomas Piechota ("University Principal Investigator"), an employee of University but not a party to this Agreement, with assistance from University undergraduate students. 1.2. For City, the Project will be supervised by Margarita Macedonio ("City Principal Investigator"), an employee at City but not a party to this Agreement. 2. FUNDING. Each Party is responsible for its own expenses in performing its respective obligations for the Project in accordance with Exhibit A. No funds will be exchanged between the Parties for performing the Project under this Agreement. 3. PERIOD OF PERFORMANCE. The term of this Agreement ("Term") shall commence on the Effective Date and terminate on June 30, 2026, unless earlier terminated in accordance with this Agreement, and may be extended by mutual written agreement of the Parties. 4. DELIVERABLES. Each Party's Principal Investigator will follow the deliverables schedule as outlined in Exhibit A. Notwithstanding the foregoing, such deliverables schedule may be modified if agreed to in writing by the Parties' Principal Investigators. 5. INDEMNIFICATION. Each Party (the "Indemnitor") shall indemnify, reimburse, defend and hold harmless the other Party, its subsidiaries and affiliates (the "Indemnitee") and each of Indemnitee's trustees, officers, directors, volunteers, employees, agents, and representatives (the "Indemnitee Parties"), from and against any and all claims, liabilities, losses and expenses, including reasonable attorneys' fees and costs, directly or indirectly, wholly or partially, arising from or in connection with (i) the breach by Indemnitor of any of the representations, warranties, covenants, or agreements made by Indemnitor in this Agreement, and (ii) any negligent act or omission of Indemnitor, its trustees, officers, directors, volunteers, employees, agents, or representatives of Indemnitor. This Section 5 shall survive the termination or expiration of this Agreement. 6. INSURANCE. Each Party shall maintain a policy of comprehensive general liability insurance of at least$2 million in coverage per occurrence, directors & officers liability insurance of at least $1 million in coverage per occurrence, employment practices liability insurance of at least $1 million in coverage per occurrence (may be included in directors & officers liability insurance policy), unemployment insurance, workers' compensation insurance, and such other policies of insurance as are required by law or usual and customary with respect to the conduct of each Party's respective activities (collectively, "Insurance Policies"). Each Party will each name the other Party as an additional insured on each of the Insurance Policies to the extent allowed by law. Each Party will furnish the other Party with certificates of insurance evidencing same within thirty (30) days of the date of the last signature of this Agreement. 7. NO WARRANTIES. CITY UNDERSTANDS THAT ALL RESEARCH 1S EXPERIMENTAL IN NATURE AND THAT THE OUTCOME OF THE PROJECT IS INHERENTLY UNCERTAIN AND UNPREDICTABLE. SERVICES, PROJECT RESULTS AND/OR DELIVERABLES PROVIDED BY UNIVERSITY TO CITY UNDER THIS AGREEMENTARE PROVIDED WITHOUT WARRANTY OF MERCHANTABILITY OR FITNESS FOR 2