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12. Indemnification: <br />12.1 Except as provided in Section 12.2, each Party shall at all times <br />indemnify, defend, and save the other Party harmless from, any and <br />all damages, losses, claims, including claims and actions relating to <br />injury to or death of any person or damage to property, demands, <br />suits, recoveries, costs and expenses, court costs, attorney fees, and <br />all other obligations by or to third parties, arising out of or resulting <br />from such Party's performance of its obligations under this <br />Agreement on behalf of the other Party, except in cases of gross <br />negligence or intentional wrongdoing by the performing Party. <br />12.2 Azusa shall indemnify and defend Colton against any and all claims <br />that the MUIS system infringe on a patent, copyright, trade secret, or <br />other property right of a third party. <br />13. Uncontrollable Forces: <br />13.1 No Party shall be considered to be in default in the performance of <br />any of its obligations hereunder, other than the obligations of a Party <br />to make payments of money due under this Agreement, if failure of <br />performance shall be due to uncontrollable forces. The term <br />"uncontrollable forces" shall mean any cause beyond the control of <br />the Party to perform such obligation, including but not limited to <br />failure of or threat of failure of facilities, flood, earthquake, storm, <br />fire, lightning and other catastrophes, epidemic, war, riot, civil <br />disturbance or disobedience, labor dispute, labor or material shortage, <br />sabotage, government priorities and restraint by court order or public <br />authority, and action or non -action by or failure to obtain the <br />necessary authorizations or approvals from any governmental agency <br />or authority, which by exercise of due diligence such Party could not <br />reasonably have been expected to avoid and which by exercise of due <br />diligence it shall be unable to overcome. Nothing contained herein <br />shall be construed as to require any party to settle any strike or labor <br />dispute in which it may be involved. <br />14. Third Partv Beneficiaries: <br />14.1 This Agreement is for the sole benefit of the Parties and shall not be <br />construed as granting rights to any person other than the Parties or <br />imposing obligations on any person other than a Party. <br />a <br />15. Govern'n Law: <br />Cusa l 'Colton <br />Page 9 of I I <br />Customer Information Services Agreement <br />