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a. SANTA ANA shall jointly and severally indemnify, defend and hold harmless <br />COSTA MESA, it's officers, directors, employees and agents from and <br />against any and all claims (including attorney's fees and reasonable <br />expenses for litigation and settlement) for any loss or damages, bodily <br />injuries, damage to, or loss of property caused by the negligent acts, <br />omissions or willful misconduct by SANTA ANA, its officers, directors, <br />employees or agents in connection with or arising out of the performance of <br />this Agreement. <br />b. SANTA ANA shall maintain adequate levels of insurance, or self-insurance to <br />assure full indemnification of COSTA MESA. <br />c. COSTA MESA shall indemnify, defend and hold harmless SANTA ANA, its <br />officers, directors, employees or agents from and against any and all claims <br />(including attorney's fees and reasonable expenses for litigation and <br />settlement) for any loss or damages, bodily injuries, damage to, or loss of <br />property caused by the negligent acts, omissions or willful misconduct by <br />COSTA MESA, its officers, directors, employees or agents in connection with <br />or arising out of the performance of this Agreement. <br />d. COSTA MESA shall maintain adequate levels of insurance, or self-insurance <br />to assure full indemnification of SANTA ANA. <br />6. ADDITIONAL PROVISIONS <br />a. Term of Agreement: This Agreement shall continue in full force and effect <br />until June 30, 2016. This Agreement may be extended at the mutual <br />consent of both parties. <br />b. Legal COSTA MESA: COSTA MESA and the SANTA ANA hereto <br />consent that they are authorized to execute this Agreement on behalf of <br />said parties and that, by so executing this agreement, the parties hereto <br />are formally bound to the provisions of this Agreement. <br />c. Severability: If any term, provision, covenant or condition of this <br />Agreement is held to be invalid, void or otherwise unenforceable, to any <br />extent, by any court of competent jurisdiction, the remainder of this <br />Agreement shall not be affected thereby, and each term, provision, <br />covenant or condition of this Agreement shall be valid and enforceable to <br />the fullest extent permitted by law. <br />d. Counterparts of Agreement: This Agreement may be executed and <br />delivered in any number of counterparts, each of which, when executed <br />and delivered shall be deemed an original and all of which together shall <br />constitute the same agreement. Facsimile signatures will be permitted. <br />e. In the event that the PROJECT Costs exceed the estimates as submitted <br />in the APPLICATION as prepared all parties agree to meet and determine <br />PROJECT revisions to meet the budget or a revised funding proposal by <br />the CITIES which shall be documented and submitted in writing as a <br />revision to the agreement. <br />f. COSTA MESA and SANTA ANA shall comply with all applicable federal, <br />state and local laws, statutes, ordinances and regulations of any <br />governmental agency having jurisdiction over the PROJECT. <br />5 <br />25G-7