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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, <br />expenses and attorney's fees. <br />B. City shall defend, indemnify and save and hold harmless District, its officers, <br />officials, employees, and agents from and against any and all liability, loss, damage, <br />expense, costs (including without limitation costs and fees of litigation of any nature) <br />arising out of or in connection with City's performance of this Agreement or City's <br />failure to comply with any of City's obligations contained in the Agreement caused <br />by City, its officers, agents or employees except such loss or damage which was <br />caused by the sole negligence or willful misconduct of District. In the event District <br />is named as codefendant, City shall notify District of such fact and shall represent <br />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 <br />costs, expenses and attorney's fees. <br />5. INSURANCE. Both the City and the District shall maintain, for the period covered by this <br />Agreement, at their own respective costs, their own respective policy or policies of general liability insurance <br />and property insurance. Each party waives subrogation of its insurance coverage for the other entity. Self- <br />insurance authorized by state law and/or maintained by the City or the District in the regular course of <br />business for its other activities shall satisfy this requirement. <br />6. NOTICES. All notices, statements, demands, requests, consents, approvals, authorizations, <br />appointments, or designations hereunder by either party to the other shall be in writing and shall be deemed <br />given and served upon the other party, if delivered personally or three (3) days after depositing in the United <br />States mail, postage prepaid, addressed as follows: <br />If to CITY: <br />And <br />City of Santa Ana <br />20 Civic Center Plaza <br />P.O. Box 1988 <br />Santa Ana, CA 92702 <br />Attn: Clerk of the Council <br />City of Santa Ana <br />20 Civic Center Plaza <br />P.O. Box 1988 <br />Santa Ana, CA 92702 <br />Attn: City Attorney <br />If to DISTRICT: <br />Santa Ana Unified School District <br />1601 E. Chestnut <br />Santa Ana, CA 92701 <br />Attn: Assistant Superintendent, Facilities & Governmental Relations <br />7. SEVERABILITY AND APPLICABLE LAW. Whenever possible, each provision of this <br />Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any <br />MonteVista JtUse <br />6/19/12 <br />25L-6