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Company will indemnify and hold harmless the County and its Board of Commissioners, <br />employees and agents (the "Indemnified Parties ") for damages imposed upon them by a <br />court of final determination based on any claims of third parties arising out of any act or <br />omission of the Company in the performance required of it by this Agreement, provided, <br />however, that such indemnification (i) is subject to an aggregate cap equal to the EDI <br />Grants actually received by the Company, (ii) is not contrary to law and (iii) shall not <br />apply to third party claims arising out of or relating to a negligent act or omission of the <br />County. The County agrees that none of the foregoing shall be construed to release <br />County from the obligations it has undertaken elsewhere in this Agreement, in connection <br />with the EDI Grants or otherwise. Except as otherwise set forth herein, each Indemnified <br />Party and the Company agrees to pay its own costs incurred in connection herewith, <br />including all costs incurred in connection with the preparation of this Agreement. <br />COMPANY SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY <br />CLAIMS ARISING OUT OF ANY ACT OR OMISSION OF THE COMPANY IN THE <br />PERFORMANCE REQUIRED OF IT BY THIS AGREEMENT FOR SPECIAL <br />INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOST <br />REVENUES AND PROFITS, EVEN IF IT HAS BEEN ADVISED OF THE <br />POSSIBILITY OF THOSE DAMAGES. This provision also applies to the indemnity set <br />forth in the above paragraph. <br />V. Disclaimer of Warranties <br />Company acknowledges that the County has not designed the Facility, that the County <br />has not supplied any plans or specifications with respect thereto and that the County: (a) <br />is not a manufacturer of, or dealer in, any of the component parts of the Facility or similar <br />facilities, (b) has not made any recommendation, given any advice nor taken any other <br />action with respect to (i) the choice of any supplier, vendor or designer of, or any other <br />contractor with respect to, the Facility or any component part thereof or any property or <br />rights relating thereto, or (ii) any action taken or to be taken with respect to the Facility or <br />any component part thereof or any property or rights relating thereto at any stage of the <br />construction thereof, (c) has not at any time had physical possession of the Facility or <br />any component part thereof, and (d) has not made any warranty or other representation, <br />express or implied, that the Facility or any component part thereof or any property or <br />rights relating thereto (i) will not result in or cause injury or damage to persons or <br />property, (ii) has been or will be properly designed, or will accomplish the results <br />which Company intends therefore, or (iii) is safe in any manner or respect. <br />The County makes no express or implied warranty or representation of any kind <br />whatsoever with respect to the Facility or any component part thereof, including but not <br />limited to any warranty or representation with respect to the merchantability or the fitness <br />or suitability thereof for any particular purpose, and further including the design or <br />condition thereof, the safety, workmanship, quality, or capacity thereof, compliance <br />thereof with the requirements of any law, rule, specification or contract pertaining <br />thereto; any latent defect; the Facility's ability to perform any function; or any other <br />characteristic of the Facility; it being agreed that as between the County and <br />Pag&4aof - 4 t number 2 \n <br />G -1 Page 158 <br />