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4.3 Repairs and Replacement of Facilities. The City shall be responsible for <br />the general repairs, replacement and maintenance of all Park facilities and' <br />improvements at the Park, including without limitation, structural repairs of roofs,' <br />asphalt, fencing, lights, buildings, etc. <br /> <br />ARTICLE V. MISCELLANEOUS <br /> <br />5.1 Indemnity and Insurance. The City and the County do hereby indemnify <br />and hold harmless each other from any and all liabilities, losses, costs, or <br />expenses whatsoever (including without limitation, attorneys' fees and court <br />costs) as they are incurred and finally awarded, arising out of, attributable to or <br />resulting from any claims by the other party, its agents, invitees, employees, or <br />by any third parties, as a result of occurrences within the Park. The City shall <br />maintain in force during the term of. the lease, public liability insurance naming <br />the County as an additional insured, with coverage in an amount of' no less than <br />$1,000,000.00 per occurrence. Such policy shall contain a provision that the <br />policy cannot be canceled without thirty (30) days prior written notice to the <br />County. A copy of said policy or endorsement and each renewal thereof during <br />the term of this lease shall be delivered to the County. <br /> <br />5.2 Entry Upon Abandonment, In the event the City at any time during the <br />term of this lease abandons the Property of and part thereof, the County may, at <br />County's option, retake possession of the Property. <br /> <br />5.3 Termination of Agreement. Either party may terminate this Agreement <br />with a sixty (60) day written notice to the City Manager or County Manager. <br /> <br />5.4 Miscellaneous. Each Party to this Agreement further agrees as follows: <br /> <br />i. Without further consideration, each party shall at any time, and from time <br />to time, execute and deliver to any other party such further document, and take <br />such other action, as any other party may reasonably request in order to <br />effectuate the purposes of this Agreement. <br /> <br />ii. All understandings and agreements heretofore had between the parties <br />are merged in this agreement and the related agreements executed in <br />conjunction with this Agreement, all of 'which together fully and completely <br />express their agreement, and no representations or warranties have been made <br />by any party to another party .except as are herein expressly set forth or required <br />pursuant to this Agreement and the related agreements executed in conjunction <br />with the Agreement. <br /> <br />iii. The headings in this Agreement are for purposes of reference only and <br />shall not limit or otherwise affect any of the terms hereof. <br /> <br /> <br />