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7 . OWNERSHIP OF PROPERTY. KCPHD shall own all Sharps Disposal Kits and Sharps <br />Inserts provided through this Agreement; provided however, the City shall have the use <br />of provided Sharps Disposal Kits located at sites owned or controlled by the City. <br />8. RE LATIO NSH IP O F THE PA RTIES. No agent , employee or representative of a Party to <br />this Agreement shall be deemed to be an agent, employee or representative of the other <br />Party to this Agreement for any purpose. Employees of a Party to this Agreement are not <br />entitled to any of the benefits the other Party to this agreement provides to its employees. <br />9 . NON-D ELEG AT I ON I NO N-ASSIGNMENT. No Party may delegate the performance <br />of its obligations hereunder to a third party, unless mutually agreed in writing. No Party <br />may assign this Agreement without the written consent of the other Party. <br />10 . COMPLI CE WITH LEGA.L RE QUIRE MENT. The Parties shall comply with all <br />federal, state and local laws, rules, regulations and ordinances applicable to the <br />performance of this Agreement. <br />11 . INDENfNIFICA TION . The Parties agree to be responsible and assume liability for their <br />own wrongful and/or negligent acts or omissions, or tho se of their officers, agents or <br />employees to the fullest extent required by law, and further agree to save, indemnify, defend <br />and hold the other party harmless from any such liability. In the case of negligence of more <br />than one party, any damages allowed shall be levied in proportion to the percentage of the <br />negligence attributable to each party. <br />The Parties agree that the provisions of this section sh all survive, notwithstanding the <br />termination or invalidity of this Agreement for any reason . <br />11. NO WARRANTY. The Parties agree that there are no express or implied warranties <br />respecting this agreement or the Sharps Disposal Kits and Sharps Inserts provided herein. <br />12. ALTERATION OF TERMS . Thi s Agr ee ment m ay be ch an ged , modifie d, amen de d or <br />waived only by written agreement signed by both Parties . <br />13 . TNTER PRETATI ON. This Agreement has been submitted to the review of all Parties <br />and their counsel, if desired, and it shall be given a fair and reasonable interpretation in <br />accord with its words, without consideration or weight given to its being drafted by any <br />Party or its counsel. <br />14 . DIS PUfES. In the event that a dispute arises under this Agreement that is not readily <br />resolved mutually by the Parties, the containers shall be removed and the Agreement <br />terminated . <br />tnterloca l C oo peration Agreemen t <br />!! <br />Sharps D islIlos al Conta iners Page 3 of 5