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similar state agency regarding payments made to the Provider in accordance with this Agreement <br />under conditions imposed by federal, state or local laws applicable to such payment. <br />SECTION 9. Indemnification. <br />The Provider hereby agrees to defend, indemnify, and hold harmless the IRF, its officials, <br />directors, employees, and agents from any and all claims of any nature which arise from the <br />performance by the Provider under this Agreement and from all costs and attorney fees in <br />connection therewith, excepting for claims arising out of the negligence of the IRF, its officials, <br />directors, employees, and agents. The obligations of the Provider under this Section shall survive <br />the termination of this Agreement. <br />SECTION 10. Equal Opportunity. <br />The Provider shall comply with federal, state, and local law in its hiring and employment <br />practices and policies for any activity covered by this Agreement. The Provider and the IRF <br />mutually acknowledge and agree to fulfill all responsibilities to which they are now or may become <br />subject under the conditions imposed by Title VI of the Civil Rights Act of 1964, as amended, <br />providing that no person shall, on the grounds of race, age, sex, color, religion or national origin, <br />be excluded in any way from participation in, be denied the benefits of, or be subjected to <br />discrimination in the undertaking and carrying out of any federally assisted project. <br />SECTION 11. Entire Agreement. <br />This Agreement sets forth the entire agreement and understanding between the parties as <br />to the subject matter hereof, and merges and supersedes all prior discussions, agreements, and <br />understandings between them concerning the subject matter of this Agreement. <br />SECTION 12, Law Governing. <br />This Agreement shall be construed and interpreted according to the laws of the State of <br />Indiana. <br />SECTION 13. Assignment. <br />The Provider's obligations under this Agreement may not be assigned or transferred to any <br />other person or entity without the prior written consent of the IRF. <br />SECTION 14. Amendment. <br />. This Agreement may be amended only by a written instrument signed by authorized <br />representatives of both the Provider and the IRF. <br />Rpr <br />