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COOPERATIVE AGREEMENT C -1 -3022 <br />1 I. PARTICIPATING AGENCIES shall continue Ongoing Maintenance and Operation after <br />2 the three year grant period is complete and continue until the end of the PROJECT if specified as part <br />3 of the Attachment A Maintenance of Effort section. <br />4 ARTICLE 6. DELEGATED AUTHORITY <br />5 The actions required to be taken by PARTICIPATING AGENCIES in the implementation of this <br />6 Agreement are delegated to its City Managers, or equivalent designee, and the actions required to be <br />7 taken by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief <br />8 Executive Officer. <br />9 ARTICLE 7. AUDIT AND INSPECTION <br />10 AUTHORITY and PARTICIPATING AGENCIES shall maintain a complete set of records in <br />11 accordance with generally accepted accounting principles. Upon reasonable notice, PARTICIPATING <br />12 AGENCIES shall permit the authorized representatives of AUTHORITY to inspect and audit all work, <br />13 materials, payroll, books, accounts, and other data and records of PARTICIPATING AGENCIES for a <br />14 period of four (4) years after final payment, or until any on -going audit is completed. For purposes of <br />15 audit, the date of completion of this Agreement shall be the date of AUTHORITY's payment of <br />16 PARTICIPATING AGENCIES' final billing (so noted on the invoice), if applicable, under this Agreement. <br />17 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above <br />18 provision with respect to audits shall extend to and /or be included in contracts with PARTICIPATING <br />19 AGENCIES' contractor. <br />20 ARTICLE 8. INDEMNIFICATION <br />21 A. The PARTICIPATING AGENCIES shall jointly and severally indemnify, defend and hold <br />22 harmless the AUTHORITY, it's officers, directors, employees and agents from and against any and all <br />23 claims (including attorney's fees and reasonable expenses for litigation and settlement) for any loss or <br />24 damages, bodily injuries, damage to, or loss of property caused by the negligent acts, omissions or <br />25 willful misconduct by the PARTICIPATING AGENCIES, its officers, directors, employees or agents in <br />26 connection with or arising out of the performance of this Agreement. <br />Page 7 of 14 <br />