2001-07-09 Regular Meeting and Special Called Workshop Meeting

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-.. in (but not control) any settlement negotiations. Subject to the foregoing paragraph, the Authority may settle the claim without the consent or agreement of the Indemnified Persons, unless the settlement (i) would result in injunctive relief or other equitable remedies or otherwise require the Indemnified Persons to comply with restrictions or limitations that adversely affect the Indemnified Persons; (ii) would require the Indemnified Persons to pay amounts that the Authority does not fund in full; or (iii) would not result in the Indemnified Persons' full and complete release from all liability to the plaintiffs or claimants who are parties to or otherwise bound by the settlement. XII. INDEPENDENT CONTRACTOR It is expressly understood and agreed that the Authority shall perform all work and services described herein as an independent contractor and not as an officer, agent, servant, or employee of the City or the Zone; that except as herein provided, the Authority shall have exclusive control of and the exclusive right to control. the details of the services and work :performed hereunder, and all persons performing the same; and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors, and subcontractors; that the doctrine of respondent superior shall not apply as between the City or the Zone and the Authority, its officers, agents, employees, contractors, and subcontractors; and that nothing herein shall be construed as creating a partnership or joint enterprise between the City or the Zone and the Authority. No person performing any of the work and services described hereunder shall be considered an officer, agent, servant, or employee of the City or the Zone. XIII. INSURANCE The Authority is listed as a "Covered Party" under the City of La Porte's Errors and Omissions Liability Coverage. The Liability Declazations of Coverage is attached to this Agreement as Exhibit "A". In addition to the foregoing, the Authority (as it deems prudent) may obtain and maintain additional insurance coverage continuously during the term of this Agreement, and the Authority shall contract with each contractor engaged by it hereunder to maintain (and cause each of its subcontractors to maintain) insurance coverage during the term of its contract, naming the Authority and the City of La Porte, its officers and employees, as additional named insured, and further providing the City of La Porte (and other indemnified parties) at least 30 days prior notice of cancellation of any policy required herein. Houstoo:367966.2 14