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• • <br /> 4518 16.11 SEVERABILITY <br /> 4519 If a court of competent jurisdiction holds any non - material provision of this Agreement to <br /> 4520 be invalid and unenforceable, the invalidity or unenforceability of such provision shall not <br /> 4521 affect any of the remaining provisions of this Agreement which shall be enforced as if <br /> 4522 such invalid or unenforceable provision had not been contained herein. <br /> 4523 16.12 COSTS AND ATTORNEYS' FEES <br /> 4524 The prevailing Party in any action brought to enforce the terms of this Agreement or <br /> 4525 arising out of this Agreement may recover its reasonable costs expended in connection <br /> 4526 with such an action from the other Party. However, each Party shall bear its own <br /> 4527 attorneys' fees. <br /> 4528 16.13 NO DAMAGES FOR INVALIDATION OF AGREEMENT <br /> 4529 If a final judgment of a court of competent jurisdiction determines that this Agreement is <br /> 4530 illegal or was unlawfully entered into by Agency, neither party shall have any claim <br /> 4531 against the other for damages of any kind (including but not limited to loss of profits) on <br /> 4532 any theory. <br /> 4533 16.14 REFERENCES TO LAWS <br /> 4534 All references in this Agreement to laws and regulations shall be understood to include <br /> 4535 such laws and regulations as they may be subsequently amended or recodified, unless <br /> 4536 otherwise specifically provided. In addition, references to specific governmental <br /> 4537 agencies shall be understood to include agencies that succeed to or assume the <br /> 4538 functions they are currently performing. <br /> 4539 16.15 INDEMNITY AGAINST CHALLENGES TO AGREEMENT <br /> 4540 Contractor shall indemnify, defend and hold harmless SBWMA, Agency, and its and their <br /> 4541 officers, employees and agents (collectively, the "Indemnitees ") from and against any <br /> 4542 and all liability, claim, demand, action, proceeding or suit of any and every kind and <br /> 4543 description brought by a third party challenging the process by which proposals were <br /> 4544 solicited and evaluated, or this Agreement was negotiated or awarded to the extent that <br /> 4545 such liability, claim, demand, action, proceeding or suit was caused by Contractor's <br /> 4546 failure to comply with applicable law or the instructions of any indemnitee with respect to <br /> 4547 such process. <br /> 4548 <br /> 4549 <br /> Franchise Agreement for Collection Services with Recology San Mateo County <br /> City of Redwood City <br /> ATTY /AGR/2010.014 <br /> 040510 Page 114 of 115 <br />