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5. MUTUALLY AGREED RESPONSIBILITIES AND AUTHORITY.
<br />a. The Owner expressly withholds from the Agent without prior direction of the
<br />Owner any power or authority to make any structural changes in the Property or to make any
<br />major alterations or additions in or to the buildings or equipment therein, or to incur any expense
<br />chargeable to the Owner or the Property other than expense related to exercising the express
<br />powers herein vested in the Agent; provided, however that the Agent may make emergency
<br />repairs, required because of danger to life or property, or to avoid suspension of any necessary
<br />service to the Property.
<br />b. The Agent by virtue of its role as agent hereunder shall have no ownership interest of
<br />any kind in the Property. The Agent does not assume and is not given responsibility for
<br />compliance of the Property or any buildings or equipment therein with the requirements of any
<br />statute, ordinance, law or regulation but shall forward to the Owner promptly any complaints,
<br />warnings, notices or summonses received by it relating to such matters. The Owner represents
<br />and warrants that the Property, its buildings, land, equipment and all other parts and portions
<br />thereof and procedures related thereto are currently and will continue to be, throughout the term
<br />of this Agreement and all renewals and extensions thereof, in full and complete compliance with
<br />all applicable statutes, ordinances, laws, and regulations of every kind and nature, including but
<br />not limited to those pertaining to environmental protection, safety, zoning, accessibility for
<br />persons with disabilities, employment, housing opportunity, and fair credit reporting. The
<br />Owner authorizes the Agent to disclose the ownership of the Property to any governmental
<br />officials. The Owner agrees to indemnify and hold harmless the Agent, its representatives,
<br />servants and employees of and from all loss, cost, expenses and liability whatsoever, including
<br />but not limited to attorneys fees and all costs of defense, which may be imposed on or incurred
<br />by them or any of them by reason of any past, present or future violation or alleged violation of
<br />such statutes, ordinances, laws or regulations unless such violations occur solely by the direct
<br />and affirmative act of the Agent.
<br />C. In the event it is alleged that the Property or any building or equipment therein or
<br />any act or failure to act by the Owner with respect to the Property or the sale, rental or other
<br />disposition thereof fails to comply with or is in violation of any statute, ordinance, law or
<br />regulation of any governmental body, or of any order of any public authority or official, and the
<br />Agent, in its sole and absolute discretion, considers that the action or position of the Owner with
<br />respect thereto may result in damage or liability to the Agent, the Agent shall have the right to
<br />terminate this Agreement by written notice to the Owner of its election to do so, which
<br />termination shall become effective thirty (30) days from the date of such notice, unless the
<br />Owner takes action prior to the expiration of such thirty (30) day period which the Agent in its
<br />sole discretion determines cures the potential for its damage or liability; provided, however, if
<br />the Agent in its sole and absolute discretion determines that due to the continued effectiveness of
<br />the Agreement it is exposed to potential damage, liability or claims or to circumstances which
<br />could prejudice its standing and reputation, the Agreement shall be, and the notice shall so state
<br />that it is, terminated upon the service of the notice. The notice may be served personally or by
<br />certified mail on or to the Owner and if served by mail shall be deemed to have been served
<br />when deposited in the United States mails by certified mail.
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