|
4.Indemnification and Hold Harmless
<br />underground storage tanks or contaminated soil, or the actual or threatened release, deposit,
<br />seepage, migration or escape of Hazardous Materials at, from or into the Property, and the
<br />compliance or noncompliance of the Property with applicable federal, state, county and local
<br />laws and regulations, including, without limitation, environmental laws. "Hazardous
<br />Matenals" as used herein shall mean any hazardous, dangerous or toxic wastes, matenals, or
<br />substances as defined in state or federal statutes or regulations as currently adopted or
<br />hereafter amended. Except as provided in Sections 4 and 5, the City acknowledges and
<br />agrees that the County shall have no liability for, and that the City shall release and have no
<br />recourse against the County for, any defect or deficiency of any kind whatsoever in the
<br />Property without regard to whether such defect or deficiency was known or discoverable by
<br />the City or the County
<br />3.2 Except as provided in Section 5, the County shall not have any obligation to make any
<br />changes or improvements, or to incur any expenses whatsoever for the operation,
<br />maintenance, monitonng, repair or remediation of the Property
<br />4 1 The County shall protect, indemnify and hold harmless the City and its elected officials,
<br />officers, agents or employees, or any of them, from and against any and all claims, actions,
<br />suits, liabilities, losses, costs, expenses or damages of any nature whatsoever arising from
<br />those occurrences related to the Property that occurred prior to the date of conveyance of the
<br />Property to the City In the event that any suit based upon such claims, actions, suits,
<br />liabilities, losses, costs, expenses or damages is brought against the City or the City and the
<br />County, the County shall defend the same at its sole cost and expense and, if final judgment
<br />be rendered against the City and /or its elected officials, officers, agents and employees or
<br />jointly against the City and the County and/or their respective elected officials, officers,
<br />agents and employees, the County shall satisfy the same
<br />4.2 Except as provided in Section 5, the City shall indemnify and hold harmless the County
<br />and its elected officials, officers, agents and employees, or any of them, from and against any
<br />and all claims, actions, suits, liabilities, losses, costs, expenses or damages of any nature
<br />whatsoever ansing from those occurrences related to the Property that occurred on or after
<br />the date of conveyance of the Property to the City In the event that any suit based upon such
<br />claims, actions, suits, liabilities, losses, costs, expenses or damages is brought against the
<br />County or the County and the City, the City shall defend the same at its sole cost and expense
<br />and, if final judgment be rendered against the County and /or its officers, agents and
<br />employees or jointly against the County and the City and/or their respective officers, agents
<br />and employees, the City shall satisfy the same
<br />4 3 Each Party to this Agreement shall notify the other of any and all claims, actions, suits,
<br />liabilities, losses, costs, expenses or damages that anse or are brought against that party
<br />relating to or pertaining to the Property, within thirty (30) days of receipt of such information.
<br />4 4 Each party agrees that its obligations under this paragraph extend to any claim, demand,
<br />3
<br />
|