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<br />COOPERATIVE AGREEMENT NO. C -5 -3583
<br />ARTICLE 8. AUDIT AND INSPECTION
<br />The AUTHORITY and the CITY shall maintain a complete set of records in accordance with
<br />generally accepted accounting principles. Upon reasonable notice, the CITY shall permit the
<br />authorized representatives of the AUTHORITY to inspect and audit all work, materials, payroll, books,
<br />accounts, and other data and records of the CITY for a period of four (4) years after final payment, or
<br />until any on -going audit is completed. For purposes of audit, the date of completion of this Agreement
<br />shall be the date of the AUTHORITY's payment of the CITY's final billing (so noted on the invoice)
<br />under this Agreement. The AUTHORITY shall have the right to reproduce any such books, records,
<br />and accounts. The above provision with respect to audits shall extend to and /or be included in City
<br />contracted work.
<br />ARTICLE 9. INDEMNIFICATION
<br />A. To the fullest extent permitted by law, the CITY shall defend (at the CITY's sole cost
<br />and expense with legal counsel reasonably acceptable to the AUTHORITY), indemnify, protect, and
<br />hold harmless the AUTHORITY, its officers, directors, employees, and agents from and against any
<br />and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards,
<br />settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney
<br />fees, including but not limited to claims arising from injuries to or death of persons (the CITY's
<br />employees included), for damage to property, including property owned by the AUTHORITY, or from
<br />any violation of any federal, state, or local law or ordinance, alleged to be caused by the negligent
<br />acts, omissions or willful misconduct of the CITY, its officers, directors, employees or agents in
<br />connection with or arising out of the performance of this Agreement.
<br />B. To the fullest extent permitted by law, the AUTHORITY shall defend (at the
<br />AUTHORITY's sole cost and expense with legal counsel reasonably acceptable to the CITY),
<br />indemnify, protect, and hold harmless the CITY, its officers, directors, employees, and agents from
<br />and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
<br />awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
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