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n' <br /> SAUSD: Michael Esparza, Director of Purchasing <br /> Santa Ana Unified School District <br /> 1601 E. Chestnut Ave <br /> Santa Ana, Ca 92701 <br /> Tamara Davis, District Librarian <br /> Santa Ana Unified School District <br /> 1601 E. Chestnut Ave <br /> Santa Ana, Ca 92701 <br /> ARTICLE VII.TERMINATION <br /> Either Party may terminate this Agreement by providing thirty (30) days written notice to the <br /> other Party. <br /> ARTICLE VIII. LIABILITY AND INDEMNIFICATION <br /> A. District shall defend, indemnify and save and hold harmless City, its officers, officials, <br /> employees,and agents from and against any and all liability, loss,damage,expense, costs <br /> (including without limitation costs and fees of litigation of any nature)arising out of or in <br /> connection with District's performance of this Agreement or District's failure to comply with <br /> any of District's obligations contained in the Agreement caused by District, its officers, agents or <br /> employees except such loss or damage which was caused by the sole negligence or willful <br /> misconduct of City. In the event City is named as codefendant, District shall notify City of such <br /> fact and shall represent City in such legal action unless City undertakes to represent Itself as <br /> codefendant in such legal action, in which case City shall bear its own litigation costs, expenses <br /> and attorney's fees, <br /> B. City shall defend, indemnify and save and hold harmless District, its officers, officials, <br /> employees, and agents from and against any and all liability, loss, damage, expense, costs <br /> (including without limitation costs and fees of litigation of any nature)arising out of or in <br /> connection with City's performance of this Agreement or City's failure to comply with any of <br /> City's obligations contained in the Agreement caused by City, its officers, agents or employees <br /> except such loss or damage which was caused by the sole negligence or willful misconduct of <br /> District. In the event District is named as codefendant, City shall notify District of such fact and <br /> shall represent District in such legal action unless District undertakes to represent itself as <br /> codefendant in such legal action, in which event District shall bear its own litigation costs, <br /> expenses and attorney's fees. <br /> Page 5 of 7 <br /> I <br />