|
17
<br />restricted to, acts of God, acts of war, or criminal acts of others, acts of Contractor or
<br />M&I Contractors, water shortages, drought, regulatory constraints, fires, floods,
<br />earthquakes, epidemics, quarantine restrictions, strikes, or failure or breakdown of
<br />transmission or other facilities including but not limited to State Water Project facilities
<br />outside the Zone 7 service area.
<br />43. Liabilities & Indemnification
<br />In performance of this Agreement, each Party, its agents, employees, and contractors,
<br />shall act in an independent capacity and not as officers, employees, or agents of any
<br />other Party. No Party assumes any liability for the activities of any other Party in
<br />performance of this Agreement. Each Party shall be responsible for any adverse impacts
<br />to, or complaints from, its own customers that may result from the operation or
<br />performance of this Agreement, except as arising out of or resulting from the negligent
<br />acts, errors or omissions, or willful misconduct of the other Party, their associates,
<br />employees, sub-consultants, or other agents.
<br />Contractor assumes liability for treated water delivered under this Agreement when
<br />delivery system. Accordingly:
<br />(a) Contractor shall indemnify, save and hold harmless Zone 7 and its officers,
<br />agents, and employees from damages or claims of damages
<br />associated with the control, carriage, handling, use, disposal, or distribution of
<br />treated water after such water has passed through the turnout facility, including
<br />but not limited to property damage, personal injury or death, except such claims
<br />arising from the negligence or willful misconduct of Zone 7. Contractor shall further
<br />indemnify, save and hold harmless Zone 7 from any and all obligations, liability,
<br />acquisition, delivery, or use of Alternate Supply pursuant to this Agreement.
<br />(b) Zone 7 shall indemnify, save and hold harmless the Contractor and its officers,
<br />agents, and employees from damages or claims of damages associated with the
<br />control, carriage, handling, use, disposal, or distribution of treated water before
<br />such water has passed through the turnout facility, including but not limited to
<br />property damage, personal injury or death, except such claims by Zone 7 for costs
<br />of repair of Zone 7's facilities or other damages resulting from the operations of
<br />Contractor, or claims arising from the negligence or willful misconduct of
<br />Contractor.
<br />44. Renewability
<br />This contract may be renewed upon the mutual consent of the parties hereto. If no
<br />such renewal shall take place and in the absence of any new contract, Zone 7 shall
<br />nevertheless continue delivery to Contractor in accordance with this contract, that
<br />Page 72 of 214
|