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