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C. Under no circumstances shall this AGREEMENT be construed as one of <br />partnership, joint venture, or employment between REDWOOD CITY and CITY. <br />Each Party acknowledges and agrees that it neither has, nor will give the <br />appearance or impression of having, any legal authority to bind or commit the other <br />Party in any way. <br />SECTION 6. INDEMNIFICATION. <br />REDWOOD CITY shall indemnify, hold harmless and defend CITY, its affiliates, and their <br />respective officers, directors, agents, and employees from and against any and all claims, <br />demands, actions, suits, causes of action, losses or liabilities of any kind which CITY, its <br />affiliates, and their respective officers, directors, agents, and employees may sustain or <br />incur for injury to or death of persons or damage to property arising or resulting from <br />REDWOOD CITY use of CITY's San Jose Police Academy under this AGREEMENT, <br />excepting those resulting from the sole negligence or willful misconduct of CITY, its <br />affiliates, and their respective officers, directors, agents or employees. The word <br />"affiliates" in this AGREEMENT shall mean entities that control, are controlled by, or are <br />under common control of CITY. <br />SECTION 7. INSURANCE. <br />A. REDWOOD CITY shall comply with the insurance requirements set forth in Exhibit <br />A for the Agreement term. <br />B. REDWOOD CITY must submit to the CITY's designated risk manager ("Risk <br />Manager"), for the Risk Manager's written approval, all documents demonstrating <br />compliance with the requirements of Exhibit A. <br />C. The Risk Manager may amend or waive, in writing, any of the requirements <br />t��flQ� �fiL�7 i117fiG� <br />REV: 05-29-26 MI <br />ATTYIAGR.2026.134/City of San Jose (San Jose Academy Agreement) (Page 3 of 9) <br />