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HMIS Project Management Topics and Tools - OneCPD

HMIS Project Management Topics and Tools - OneCPD

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<strong>HMIS</strong> <strong>Project</strong> <strong>Management</strong> <strong>Topics</strong> <strong>and</strong> <strong>Tools</strong>with normal system operations, will result in immediate suspension of services, <strong>and</strong>, whereappropriate, legal action against the offending entities.VII.Hold Harmless1. The HLA <strong>and</strong> HDA make no warranties, expressed or implied. The Agency, at all times, willindemnify <strong>and</strong> hold HLA/HDA harmless from any damages, liabilities, claims, <strong>and</strong> expenses thatmay be claimed against the Agency; or for injuries or damages to the Agency or another partyarising from participation in the <strong>HMIS</strong>P; or arising from any acts, omissions, neglect, or fault ofthe Agency or its agents, employees, licensees, or clients; or arising from the Agency's failure tocomply with laws, statutes, ordinances, or regulations applicable to it or the conduct of itsbusiness. This Agency will also hold HLA/HDA harmless for loss or damage resulting in the lossof data due to delays, non-deliveries, mis-deliveries, or service interruption caused by BowmanInformation Systems, by the Agency's or other member agency's negligence or errors oromissions, as well as natural disasters, technological difficulties, <strong>and</strong>/ or acts of God. HLA/HDAshall not be liable to the Agency for damages, losses, or injuries to the Agency or another partyother than if such is the result of gross negligence or willful misconduct of HLA/HDA. HLA <strong>and</strong>HDA agree to hold the Agency harmless from any damages, liabilities, claims or expenses causedsolely by the negligence or misconduct of HLA or HDA.2. The Agency agrees to keep in force a comprehensive general liability insurance policy withcombined single limit coverage of not less than five hundred thous<strong>and</strong> dollars ($500,000). Saidinsurance policy shall include coverage for theft or damage of the Agency's <strong>HMIS</strong>P-relatedhardware <strong>and</strong> software, as well as coverage of Agency's indemnification obligations under thisagreement.3. Provisions of Section VII shall survive any termination of the Participation Agreement.VIII. Terms <strong>and</strong> Conditions1. The parties hereto agree that this agreement is the complete <strong>and</strong> exclusive statement of theagreement between parties <strong>and</strong> supersedes all prior proposals <strong>and</strong> underst<strong>and</strong>ings, oral <strong>and</strong> written,relating to the subject matter of this agreement.2. The Agency shall not transfer or assign any rights or obligations under the ParticipationAgreement without the written consent of HLA.3. This agreement shall remain in force until revoked in writing by either party, with 30 daysadvance written notice. The exception to this term is if allegations or actual incidences ariseregarding possible or actual breeches of this agreement. Should such situations arise, the <strong>HMIS</strong>Pmay immediately suspend access to the <strong>HMIS</strong>P until the allegations are resolved in order toprotect the integrity of the system.4. This agreement may be modified or amended by written agreement executed by both parties with30 days advance written notice.5. The parties agree that the Michigan State Housing Development Authority (HDA) is a third-partybeneficiary of this contract <strong>and</strong> may enforce the terms <strong>and</strong> provisions of this contract asapplicable. Further, the terms, conditions <strong>and</strong> agreements contained in this ParticipationAgreement may not be changed without the express written consent of HDA.6. HLA may assign this Participation Agreement, or HDA may cause HLA to assign thisParticipation Agreement, upon due notice to the Agency.Participation Agreement 89

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