Memorandum of Agreement - City of Indianapolis Fire Department - Indiana Task Force One

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14.09 Severabilit . Should any provision of this Agreement be determined to be invalid or unenforceable under applicable law, the provision shall, to the extent required, be severed from the remainder of the Agreement which shall continue in full force and effect. 14.10 Successors and Assigns. This Agreement and its provisions are binding upon and inure to the benefit of the parties and to their respective successors in interest; provided, however, this Agreement does not and will not bestow any rights or remedies upon persons to whom an unlawful delegation or assignment has been made by the Participating Agency. 14.11 Indemnification. Each party to this Agreement shall be responsible for its own acts or omissions and any claims, liabilities, injuries, suits, demands or expenses of any kind that may result or arise out of any alleged conduct by the party, its officers or employees, in the performance or omission of any act or responsibility of that party under this Agreement. In the event a claim is made against either or both parties, the intent of the parties is to cooperate in the defense of said claim and to cause an insurer, if any, to do likewise. However, each party shall have the right to take any action it believes necessary to protect its interests. 14.12 Non-discrimination. The CITY and the Participating Agency shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to her or his hire, tenure, terms, conditions, or privileges of employment, or any matter directly or indirectly related to employment, because of her or his race, sex, sexual orientation, gender identity, religion, color, national origin, ancestry, age, disability, or United States military service veteran status. Breach of this section shall be regarded as a material breach of this Agreement. 14.13 Third Par!y Beneficiaries. This Agreement is made for the sole and exclusive benefit of the named parties and their lawful successors in interest, and no other person or entity is intended to, nor shall such other person or entity acquire or be entitled to receive any rights or benefits as a third -party beneficiary of this Agreement. 14.14 Non-parties. Neither the United States of America nor the State of Indiana is a party to this Agreement. 14.15 Assurances of Understa.ndh4.. Each party represents to the other the following: that the party has fully read and understood all of the provisions of this Agreement; that the party has secured and considered such legal advice and other expert counsel as the party deemed necessary and advisable for these purposes; and, that in agreeing to execute and become a signatory to this Agreement the party has deemed itself adequately informed and advised as to all of the risks assumed and obligations undertaken pursuant to this Agreement. 14.16 SiggatoLy. Authority. Each person executing this Agreement represents the following: that he/she was and is lawfully authorized to sign the Agreement on behalf of the party he/she represents; that execution of the Agreement was duly and regularly authorized by the patty's governing body; and, that to the person's best knowledge and belief the Agreement is a binding and enforceable obligation of the party on whose behalf he/she executed his/her signature. 14.17 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter, and it supersedes any prior agreements on this matter. (Signature page to follow) Revised OCC 10-2016 9