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<br />MUTUAL INDEMNITY PROVISION <br />Mutual Indemnification. For purposes of this Agreement, CITY and SERVICE PROVIDER is each <br />referred to as a “Party.” Subject to the foregoing, each Party (“Indemnifying Party”) shall defend, <br />indemnify and hold harmless the other Party and the other Party’s subsidiaries, parents, employees, <br />affiliates, officers, directors, owners, customers, agents and contractors (the other Party and its <br />subsidiaries, parents, etc., being collectively referred to as the “Indemnitees”) from and against all losses, <br />damages, liabilities, costs and expenses (including, without limitation, reasonable attorneys’ fees and <br />court costs), relating to, arising out of or incurred by any Indemnitees in connection with (a) a breach by <br />the Indemnifying Party of any agreement, covenant, representation or warranty contained in this <br />Agreement; or (b) the negligence or the willful misconduct of the Indemnifying Party or any of its <br />subsidiaries, parents, employees, affiliates, officers, directors, owners, customers, agents or contractors. <br />The obligations of each Party under this Section __ shall survive cancellation or termination of this <br />Agreement.