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<br />other parties under this MOU. <br /> <br />The duty of the Parties to indemnify and save harmless, as set forth herein, will <br />include the duty to defend as set forth in Section 2778 of the California Civil Code. <br /> <br />9. Insurance. Each Party will maintain comprehensive general liability <br />insurance in the amount of one million dollars ($1,000,000) combined single limit to <br />protect the Parties, their officers, employees and agents against claims for bodily injury, <br />and property damage arising from the any Party's participation in the activities <br />described herein. The form of such insurance will be satisfactory to each Party and <br />may include self-insurance at levels acceptable to all Parties. Each Party's policy or <br />policies will name the other Party as additional insured. <br /> <br />10. Non-discrimination. The Parties will comply with all applicable local, state <br />and federal laws and regulations prohibiting discrimination and harassment. <br /> <br />11. Entire AQreement. This MOU sets forth and contains the entire <br />understanding and agreement of the Parties, and all oral or written representations, <br />understandings or agreements are expressly stated in this MOU. No testimony or <br />evidence of any such representations, understandings, or covenants will be admissible <br />in any proceeding of any kind or nature to interpret or determine the terms or conditions <br />of this MOU. <br /> <br />12. Amendments. Changes to the terms and conditions of this MOU will be <br />made by written amendment signed by the Parties. <br /> <br />13. Notices. All notices with respect to this MOU will be given by first class <br />mail to the parties as follows: <br /> <br />CITY: <br /> <br />City of Redwood City <br />Attn: City Manager <br />1017 Middlefield Road <br />Redwood City, CA 94063 <br /> <br />ASSOCIATION: <br /> <br />San Mateo County Historical Association <br />Attn: President <br />777 Hamilton Street <br />Redwood City, CA 94063 <br /> <br />Or to such other persons, addresses or telephone numbers as the Parties may <br />designate in writing from time to time. <br /> <br />14. Termination. Either Party may terminate this MOU by delivery of written <br />notice of election to terminate to the other Party. In the event of termination, any <br />unexpended funds will be returned to the Party that has contributed them and the <br />Windmill and its component parts will be returned to the City. <br /> <br />Atty/Agr/2005.002 <br />013105 <br /> <br />3 <br />