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COOPERATIVE AGREEMENT NO. C-2-1992 <br />ARTICLE 8. INDEMNIFICATION <br />1 <br />A. Each PARTICIPATING AGENCY shall jointly and severally indemnify, defend and hold <br />2 <br />harmless the AUTHORITY, it's officers, directors, employees and agents from and against any and all <br />3 <br />claims (including attorney's fees and reasonable expenses for litigation and settlement) for any loss or <br />4 <br />damages, bodily injuries, damage to, or loss of property caused by the negligent acts, omissions or <br />5 <br />willful misconduct by the PARTICIPATING AGENCY, its officers, directors, employees or agents in <br />6 <br />connection with or arising out of the performance of this Agreement. <br />7 <br />B. The PARTICIPATING AGENCIES shall maintain adequate levels of insurance, or self- <br />8 <br />insurance to assure full indemnification of AUTHORITY. <br />9 <br />C. AUTHORITY shall indemnify, defend and hold harmless the PARTICIPATING <br />10 <br />AGENCIES, its officers, directors, employees or agents, and or its officers, directors, employees or <br />11 <br />agents from and against any and all claims (including attorney's fees and reasonable expenses for <br />12 <br />litigation and settlement) for any loss or damages, bodily injuries, damage to, or loss of property caused <br />13 <br />by the negligent acts, omissions or willful misconduct by AUTHORITY, its officers, directors, employees <br />14 <br />or agents in connection with or arising out of the performance of this Agreement. <br />15 <br />D. AUTHORITY shall maintain adequate levels of insurance, or self-insurance to assure full <br />16 <br />indemnification of the PARTICIPATING AGENCIES. <br />17 <br />ARTICLE 9. ADDITIONAL PROVISIONS <br />18 <br />A. Term of Agreement: This Agreement shall continue in full force and effect until <br />19 <br />December 31, 2015. <br />20 <br />B. This Agreement may be extended or amended in writing at any time by the mutual <br />21 <br />22 consent of both parties. No amendment shall have any force or effect unless executed in writing by <br />both parties. <br />23 <br />24 C. The AUTHORITY and the PARTICIPATING AGENCIES agree to work together in good <br />25 faith, using reasonable efforts to resolve any unforeseen issues and disputes arising out of the <br />performance of this Agreement. <br />26 <br />Page 8 of 15 <br />