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ARTICLE IV INDEMNIFICATION COMPANY will indemnify and hold harmless the COUNTY, and their officers and employees (the "Indemnified Parties"), for damages imposed upon them by a court of final determination from any claims of third parties arising out of any act or omission of the COMPANY in the performance required of it by this Agreement, provided, however, that such indemnification (i) is subject to an aggregate cap equal to the Grants actually received by the COMPANY and (ii) is not contrary to law. The COUNTY agrees that none of the foregoing shall be construed to release COUNTY from the obligations. it has undertaken elsewhere in this Agreement, in connection with the Grant or otherwise. Except as otherwise set forth herein, each Indemnified Party and the COMPANY agrees to pay its own costs incurred in connection herewith, including all costs incurred in connection with the preparation of this Agreement. ARTICLE V DISCLAIMER OF WARRANTIES COMPANY acknowledges that the COUNTY has not designed the Facility, that the COUNTY has not supplied any plans or specifications with respect thereto and that the COUNTY: (a) is not a manufacturer of, or dealer in, any of the component parts of the Facility or similar facilities, (b) has not made any recommendation, given any advice nor taken any other action with respect to (i) the choice of any supplier, vendor or designer of, or any other contractor with respect to, the Facility or any component part thereof or any property or rights relating thereto, or (ii) any action taken or to be taken with respect to the Facility or any component part thereof or any property or rights relating thereto at any stage of the construction thereof, (c) has not at any time had physical possession of the Facility or any component part thereof, and (d) has not made any warranty or other representation, express or implied, that the Facility or any component part thereof or any property or rights relating thereto (i) will to result in or cause injury or damage to persons or property, (ii) has been or will be properly designed, or will accomplish the results which COMPANY intends therefor, or (iii) is safe in any manner or respect. The COUNTY makes no express or implied warranty or representation of any kind whatsoever with respect to the Facility or any component part thereof, including but not limited to any warranty or representation with respect to the merchantability or the fitness or suitability thereof for any particular purpose, and further including the design or condition thereof, the safety, workmanship, quality, or capacity thereof; compliance thereof with the requirements of any law, rule, specification or contract pertaining thereto; any latent defect; the Facility's ability to perform any function; or any other characteristic of the Facility; it being agreed that COMPANY is to bear all risks relating to the Facility, the completion thereof or the transactions contemplated hereby and COMPANY hereby waives the benefits of any and all implied warranties and representation of the COUNTY. The provision of this Article V shall survive the Agreement's termination. Page 4 of 14 S/15/200Qttachment number 5 Page 236 of 315 G-1