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A. The County shall indemnify and hold harmless the Cities and their officers, agents
<br />employees and elected officials, or any of them, from any and all claims, actions, suits, liability,
<br />loss, costs , expenses and damages of any nature whatsoever by any reason of or arising out of
<br />any act or omission of the County, its officers, agents, employees and elected officials, or any of
<br />them, relating to or arising out of the performance of this contract. In the event that any suit
<br />based upon such a claim, action, loss or damage is brought against the Cities, the County shall
<br />defend that same at its sole cost and expense, provided that the Cities retain the right to
<br />partic ip ate in said suit i f any princ ipl e or govemmeota l or pub li c law is inv lved; and if fina l
<br />judgment b e rendeFed against the ities or their offic ers, agents, employees and e lected offic ials,
<br />or at1y of them_, or jointl y aga in st th e Cities and the .... o unty an d theil· respective officer , agents,
<br />employees and elected officials, or any of them, th e Coun ty sh 11 ati sfy the same.
<br />B. The Cities shall indemnify and hold harmless the County and its officers, agents,
<br />employees and elected officials, or any of them, from any and all claims , actions, suits, liability,
<br />loss, costs, expenses and damages of any nature whatsoever, by any reason of or arising out of
<br />any act or omission of the Cities, their officers, agents, employees and elected officials, or any of
<br />them, relating to or arising out of the performance of this contract. In the event that any suit
<br />bases upon such a claim, action, loss or damage is brought against the County, the Cities shall
<br />defend the same at its sole cost and expense; provided that the County retains the right to
<br />part ici pate in said su it if any princ iple of government.al or p ub lic law is involved; and if fi na l
<br />judgm ent b e ren d e re d against th e County or its ofi'icers agents, emp loyees and elected officials ,
<br />or any of them, or jointly against the County and the ities an d th e ir respect i e o ffi cer , agents,
<br />employees and elected officials, or any of them, the Cities shall satisfy the same.
<br />6. Futu re sup p ort. No party to this Agreement makes any commitment to future support and
<br />assumes no obligation for future support of any activity contracted for herein, except as may be
<br />expressly set forth in this Agreement.
<br />7. Compli a nce w ith law s . Each patty hereto, in its performance of this Agreement, agrees
<br />to comply with all applicable local, State, and Federal laws and ordinances.
<br />8. R elationship of lh e part ies. No agent, employee or representative of the County shall be
<br />deemed to be an agent, employee or representative of the Cities for any purpose, and the
<br />employees of the Coun ty are not entrll ed to ~my of the benefits t h e Cities prov ide to City
<br />employees. No agent, em pl oyee or r eprese n tati ve of the Ci ties h ail b e de eme d to be an agent,
<br />employee or representative of the County for any p urpose, and the employees of the Cities are
<br />not entitled to any of the benefits the County provides to County employees.
<br />9 . N on-de legalio.o / N on-ass ignment. No party may delegate the performance of any
<br />contractual obligation to a third party, unless agreed in writing by all other parties. No party may
<br />assign this Agreement without the written consent of the other parties .
<br />10. Agreement not for be nefit f t hird parties. This Agreement is entered into solely for the
<br />benefit of the pa11ies hereto and vests no rights in, or is it enforceable by, any third parties.
<br />Consolidated Lodging Tax Grant Process Interlocal -5
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