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COOPERATIVE AGREEMENT NO. C -5 -3583 <br />1 attorney fees, including but not limited to claims arising from injuries to or death of persons (the <br />2 AUTHORITY's employees included), for damage to property, including property owned by the CITY, <br />3 or from any violation of any federal, state, or local law or ordinance, alleged to be caused by the <br />4 negligent acts, omissions or willful misconduct of the AUTHORITY, its officers, directors, employees <br />5 or agents in connection with or arising out of the performance of this Agreement. <br />6 C. The indemnification and defense obligations of this Agreement shall survive its <br />7 11 expiration or termination. <br />8 ARTICLE 10. ADDITIONAL PROVISIONS <br />9 A. Term of Agreement: This Agreement shall be in full force and effect for a term of one <br />10 year past the first day of Revenue Service as defined. The Parties do not intend that the term of this <br />11 Agreement shall exceed any limitation imposed by law, including without limitation the laws of <br />12 California, and agree to comply with any applicable requirements of such laws in connection with any <br />13 renewal of the term of this Agreement. <br />14 B: - - - Termination: - -In -the event either Party defaults in the performance of their obligations -- <br />15 under this Agreement or breaches any of the provisions of this Agreement, the non - defaulting Party <br />16 shall have the option to terminate this Agreement upon thirty (30) days prior written notice to the other <br />17 Party. This option shall only be available if the non - defaulting Party has provided reasonable notice <br />18 to the defaulting Party of any default and the opportunity to cure such default within forty -five (45) <br />19 days. <br />20 C. Termination for Convenience: This Agreement may not be terminated by either Party <br />21 11 for convenience <br />22 D. Termination for Lack of Fundinq: The AUTHORITY may terminate this Agreement in <br />23 the event funding is not available. <br />24 E. Compliance: The AUTHORITY and the CITY shall comply with all applicable federal, <br />25 state, and local laws, statues, ordinances and regulations of any governmental authority having <br />26 11 jurisdiction over the Project. <br />Page 8 of 13 <br />L:\ Camm \CLERICALIWORDPROC\AGREE\AG5358 ' eFe 1)204.27.docx <br />