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information, and Colton does not make any representations or warranties of any kind
<br />whatsoever, either express or implied, with respect to the Vehicle, and (3) that the Vehicle
<br />is being donated to the County in an "AS IS" condition. In this regard, the County also
<br />acknowledges that it is knowledgeable about the effect and impact of an "AS IS" clause
<br />as set forth in this Section.
<br />3.0 Use of the Vehicle. The County shall retain ownership and control of the
<br />Vehicle and shall use it in any way the County sees fit.
<br />4.0 Maintenance of the Vehicle. The County shall be responsible for the
<br />maintenance of the Vehicle. Upon acceptance of the Vehicle, Colton shall no longer be
<br />responsible for any maintenance of the Vehicle.
<br />5.0 Indemnification/Hold Harmless. Upon Colton's delivery of the Vehicle to
<br />the County and the County's acceptance of the Vehicle from Colton for the purpose
<br />specified herein, the County shall defend, indemnify, and hold harmless Colton, its
<br />officials, officers, employees, agents, and volunteers from any and all actual or alleged
<br />claims, demands, causes of action, liability, loss, damage, or injury, to property or
<br />persons, including wrongful death, whether imposed by a court of law or by administrative
<br />action of any international, federal, state, or local governmental body or agency, arising
<br />out of or incident to any acts, omissions, negligence, or willful misconduct of Colton, its
<br />personnel, employees, agents, contractors, or volunteers in connection with or arising out
<br />of the County's use of the Vehicle. This indemnification includes, without limitation, the
<br />payment of all penalties, fines, judgments, awards, decrees, attorney's fees, and related
<br />costs or expenses, and the reimbursement of Colton, its officials, officers, employees,
<br />agents, or volunteers for all legal expenses and costs incurred by each of them in
<br />connection with or arising out of the County's use of the Vehicle only. The County's
<br />obligation shall not be restricted to insurance proceeds, if any, received by the County, its
<br />officials, officers, employees, agents, or volunteers.
<br />6.0 No Third Party Beneficiaries. This Agreement is for the sole and
<br />exclusive benefit of the County and Colton. No person or entity not a Party to this
<br />Agreement shall be third party beneficiary to this Agreement, and nothing herein shall
<br />confer any enforceable rights on non -signatory person or entity.
<br />7.0 Counterpart Originals. This Agreement may be executed in two (2)
<br />counterpart originals, each of which shall be deemed to be an original, but, when taken
<br />together, shall constitute one and the same instrument.
<br />8.0 Remedies for Breach. Unless otherwise prohibited by law, the Parties
<br />shall have the right to seek all available legal and equitable remedies to enforce the terms
<br />of this Agreement.
<br />9.0 Further Actions. The Parties agree to execute all instruments and
<br />documents and to take all actions as may be required in order to consummate the
<br />transactions contemplated by this Agreement.
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