Year 2010 temporary budget to make available the ... - Jersey City

loss of life or property or in any injury or damage to persons or property. If the LHS shall
be required to defend any action or proceeding pursuant to this paragraph to which action or
proceeding which the City is made a party, the City shall be entitled to appeal, defend or
otherwise take part in the matter involved, at its election, by counsel of its own choosing,
providing such action by the City does not limit or make void any liability of any insurer of
the City or the LHS hereunder in respect to the claim or matter in question; and further
providing that such action by the City is at the City's sole cost and expense if such action or
proceeding involves a claim which is less than the insurance coverage provided by the LHS
therefore. Notwithstanding anything to the contrary herein; the LHS shall have no obligation
to indemnify, defend or hold the City harmless pursuant to this Section for any liability,
propert damage, loss, or personal injury (I) that are caused by the acts or omissions of the
City, or any of its employees, contractors or agents; (ii) that occurred prior to the commencement
of the term of this Agreement; or (iii) violations of Legal Requirements which exist at
the commencement of this Agreement. LHS's liability under this Agreement shall continue
after the termination of it with respect to any liability, loss, expense or damage resulting from
acts occurring prior to termination.
ARTICLE IX
Entire Agreement
1. This Agreement constitutes the entire management agreement between City
and Contractor. It supersedes all prior or contemporaneous communications, representations
of agreement, whether oral or written with respect to the subject matter thereof and has been
induced by no representations, statements or agreements other than those herein expressed.
No agreement hereafter made between the paries shaH be binding on either part unless
reduced to writing and signed by an authorized officer of the par sought to be bound thereby.
2. This Agreement shall in all respects be interpreted and construed and the
rights of the party thereto shall be governed by the laws of the State of New Jersey.
ARTICLE XI
Assignment
Contractor shall make no assignment nor transfer this Agreement or assign or transfer
any part of the work under this Agreement without the -witten consent of the City. This
Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives
and assigns.
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