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<br />Authority, by motion of its Commission, and in the case of City, by written approval by <br /> <br />the City Manager. <br /> <br />5. <br /> <br />HOLD HARMLESS AND INSURANCE. <br /> <br />City shall hold harmless, <br /> <br />indemnify and defend Authority, its Commission, officers, employees and agents from <br /> <br />any and all claims for liability, losses or damage arising out of, or alleged to have arisen <br /> <br />from, City's negligence or willful misconduct in performing its services hereunder. <br /> <br />6. <br /> <br />TERMINATION. Either party hereto may terminate this agreement without <br /> <br />cause by giving the other party not less than ninety (90) days prior written notice of such <br /> <br />termination. In the event of such termination, Authority shall compensate City for <br /> <br />services rendered to the date of termination. Nothing herein contained shall be deemed <br /> <br />to affect the rights of the parties to terminate for cause, or otherwise to exercise such <br /> <br />legal or equitable rights as may accrue to them. <br /> <br />7. <br /> <br />CITY'S STATUS. In the performance of the services described herein, <br /> <br />City shall have the status of an independent contractor and shall not be deemed to be <br /> <br />an employee, agent or officer of Authority, except for the designation of City's Director <br /> <br />of Finance as the Controller of Authority. <br /> <br />8. <br /> <br />PRIOR AGREEMENT. <br /> <br />That certain agreement by and between the <br /> <br />parties, dated July 23, 1999, entitled "Financial, Information, Computer Technology <br /> <br />Services," is hereby superceded. <br /> <br />9. <br /> <br />PARAGRAPH HEADINGS. <br /> <br />Paragraph headings herein are used for <br /> <br />convenience and shall not be deemed to modify or amend the provisions of the <br /> <br />paragraphs headed thereby. <br /> <br />III <br /> <br />4 <br />