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Compliance with Applicable Law: The Parties agree to comply with all federal, state, and <br /> - local laws applicable to the work under this agreement, and all regulations and <br /> administrative rules established pursuant to those laws. The City agrees that it will require <br /> its contractor to perform all work according to all laws, rules, and local regulations and code. <br /> Indemnity .and Hold Harmless. To the extent the law permits .and in compliance with <br /> applicable Oregon Tort law, the parties agree to defend, hold harmless and indemnify the <br /> other, their officers, agents, and employees from all claims, suits, or actions of whatsoever <br /> nature resulting 'from or arising out of the activities of the Indemnity or Indemnity's <br /> Contractor or its officers, employees, subcontractors, or agents under this agreement. <br /> The Parties further agree to collaborate and cooperate with one another to resolve any and all <br /> disputes, claims, misunderstanding, or other conflicts that may arise as a result of the work <br /> referenced herein. <br /> Severability. If any term or provision of this agreement is declared by a court of competent <br /> jurisdiction in the state of Oregon to be illegal or in conflict with any law, the validity of the <br /> remaining terms. and provisions shall not be affected, and the rights and obligations of the <br /> parties shall be construed and enforced as if the agreement did not contain the particular <br /> term or provision held invalid. <br /> Merger Clause. This agreement constitutes the entire agreement between the parties. <br /> <br /> - However, the Parties may, as needed, agree to other terms and conditions as they may <br /> arise. <br /> Force Majeure. Neither Party shall be liable for delays in the execution of its obligations <br /> due to causes beyond its reasonable control including but not limited to acts of God, fires, <br /> strikes, labor disturbances, floods, epidemics, quarantine restrictions, war, insurrection or <br /> riot, acts of a civil or military authority, compliance with priority orders or preference ratings <br /> issued by the federal Government, acts of Government authorities with respect with to <br /> revocation of export or re-export permits/licenses, wrecks or delays by carriers or unusually <br /> severe weather. <br /> The Party shall, however,. make all reasonable efforts to remove or eliminate such cause of <br /> delay or default and shall, upon the cessation of the cause, diligently pursue performance of <br /> its obligations under this Contract. <br /> Confidentially: To the extent possible under Oregon Public Records Law, the terms of this <br /> agreement will remain confidential between the parties. Before releasing any information <br /> about EWEB property, City will consult with EWEB that the information requested is not <br /> sensitive and/or protected by the federal Homelands Security Act. <br /> THIS AGREEMENT and .any amendments to this Agreement will not.. be effective .until <br /> authorized by EWEB. <br /> <br />