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(f) Tenant will Hold Harmless and defend Agency, its employees, agents, <br />contractors or representatives from any claims that may arise from Tenant's <br />nondisclosure of any other interests in the Property or personal property <br />referenced by this agreement. <br />(g) This Agreement represents a settlement of doubtful and disputed claims between <br />the Parties and does not constitute any admission of liability by either party to the <br />other party to this Agreement. Agency has delivered to Owner an offer to <br />purchase the Property under threat of eminent domain pursuant to Government <br />Code Section 7267.2. Tenant and Agency now wish to enter into this Agreement <br />in lieu of eminent domain proceedings. <br />3. Third Party Beneficiaries <br />Except as explicitly set forth herein, nothing in this Agreement is intended to create any <br />third party beneficiaries under this Agreement, and no person or entity other than <br />Authority and Tenant shall be authorized to enforce the provisions of this Agreement. <br />4. Attorney's Fees <br />In the event of litigation relating to or arising out of this Agreement, the prevailing party <br />shall be entitled to be reimbursed by the non-prevailing party for all reasonable costs <br />and expenses incurred thereby, including, but not limited to reasonable attorney's fees <br />and costs for services rendered to such prevailing party. <br />5. Indemnity <br />Each party shall indemnify, defend and hold the other party and the Released Parties <br />harmless from and against any claims, damages, demands, liabilities, losses, <br />judgments, expenses and attorney's fees and/or costs resulting from the breach by such <br />indemnifying party of any provision of this Agreement, the falsity of any representation or <br />warranty made by the indemnifying party contained in this Agreement. <br />6. Entire Agreement <br />This Agreement together contains the entire Agreement of the Parties, and supersedes <br />any prior written or oral agreements between them, concerning the subject matter of this <br />Agreement. <br />7. Partial Invalidity <br />In the event that any term, covenant, condition or provision of this Agreement shall be <br />determined by a court of competent jurisdiction to be invalid or against public policy, the <br />remaining provisions shall continue in full force and effect. <br />4of7