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ARTICLE IV: COUNTY DUTIES <br />COUNTY shall participate in the selection process for officers assigned to the <br />unit as flight crewmembers and reserves the right to revoke assignments without cause. <br />Officers assigned to the SHERIFF's Air Support Unit pursuant to this agreement shall <br />meet all requirements set forth in the SHERIFF's Air Support Unit Operations Manual. <br />ARTICLE V: INDEMNIFICATION <br />A. CITY shall defend at its expense including attorney's fees and with counsel <br />approved in writing by COUNTY, indemnify and hold harmless COUNTY and its <br />officers, employees, and agents (collectively, the "Indemnified Parties) from and against <br />any and all claims (including, without limitation, claims for bodily injury, death or damage <br />to property), demands, obligations, damages, actions, causes of action, suits, losses, <br />judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, <br />attorney's fees, disbursements and court costs) of every kind and nature whatsoever <br />(individually, a Claim; collectively, "Claims"), which may arise from or in any manner <br />relate directly or indirectly to any services provided under this MOU including, but not <br />limited to, activities that relate in any way to this MOU including the negligent and/or <br />willful acts, errors and/or omissions of CITY, its elected and appointed officials, officers, <br />agents, employees, including CITY's corporal, subcontractors or independent <br />contractors. Notwithstanding the foregoing, nothing herein shall be construed to require <br />CITY to indemnify the Indemnified Parties from any Claim arising from the sole <br />negligence or willful misconduct of the Indemnified Parties. This indemnity shall apply to <br />all claims and liability regardless of whether any insurance policies are applicable. <br />B. CITY shall defend at its expense including attorney's fees and with counsel <br />approved in writing by COUNTY, indemnify and hold harmless COUNTY and its <br />officers, employees, and agents from and against any and all claims (including, without <br />limitation, claims for bodily injury, death or damage to property), demands, obligations, <br />damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, <br />costs and expenses (including, without limitation, attorney's fees, disbursements and <br />court costs) of every kind and nature whatsoever (individually, a Claim; collectively, <br />"Claims"), brought by CITY's corporal, his or her personal representatives, heirs, <br />decedents, or estate,arising out of CITY's corporal's activities under this MOU. This <br />indemnity shall apply to all claims and liability regardless of whether any insurance <br />policies are applicable. Any and all liability for workers compensation benefits that may <br />be due to CITY's corporal or to his or her estate shall remain the responsibility of CITY. <br />C. COUNTY shall defend at its expense including attorney fees and with counsel <br />approved in writing by CITY, indemnify and hold harmless CITY and its officers, <br />employees, and agents with respect to any claim, loss, liability, damage, lawsuit, cost or <br />expense that arises out of, or is in any way related, to the sole negligence or willful <br />misconduct by COUNTY, its elected and appointed officials, officers, agents, <br />employees, subcontractors or independent contractors. <br />Page 2 of 5