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40.a.1. RELEASE OF SUPPLIER BY UNIVERSITY_ UNIVERSITY RELEASES SUPPLIER AND
<br />ALL OF ITS SUBCONTRACTORS, AGENTS, OFFICERS, EMPLOYEES, OR OTHER
<br />REPRESENTATIVES (COLLECTIVELY, "REPRESENTATIVES") OF ANY TYPE FROM
<br />LIABILITY TO UNIVERSITY FOR ANY AND ALL LOSS, DAMAGE, OR EXPENSE OF ANY KIND
<br />OR TYPE, UNDER ANY LEGAL, EQUITABLE OR OTHER THEORY, THAT MAY OCCUR PRIOR
<br />TO, CONTEMPORANEOUSLY WITH, OR AFTER THE EXECUTION OF THIS AGREEMENT
<br />RELATED IN ANY WAY TO THE USE OF THE AED PRODUCTS AND AED SERVICES. THIS
<br />RELEASE INCLUDES BUT (BUT IS NOT LIMITED TO) ANY CLAIM, DEMAND, SUIT, LIABILITY,
<br />DAMAGE, JUDGMENT, LOSS, EXPENSES, ATTORNEYS' FEES, AND COSTS, THAT MAY BE
<br />ASSERTED AGAINST SUPPLIER OR ITS REPRESENTATIVES BY UNIVERSITY FOR ANY
<br />EXPENSE, LOSS, OR DAMAGE CAUSED BY OR CONTRIBUTED TO IN ANY WAY, OR
<br />ALLEGED TO BE CAUSED BY OR CONTRIBUTED TO IN ANY WAY, BY ANY ACT, OMISSION,
<br />OR FAULT OF SUPPLIER OR ITS REPRESENTATIVES.
<br />b. As it pertains to any Participating Public Agency's use of the AEDs, the following shall apply:
<br />40.b.1. RELEASE AND INDEMNIFICATION OF SUPPLIER BY PARTICIPATING PUBLIC
<br />AGENCY. PARTICIPATING PUBLIC AGENCY RELEASES AND, TO THE EXTENT PERMITTED
<br />BY APPLICABLE LAW, AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS SUPPLIER
<br />AND ALL OF ITS SUBCONTRACTORS, AGENTS, OFFICERS, EMPLOYEES, OR OTHER
<br />REPRESENTATIVES (COLLECTIVELY, "REPRESENTATIVES") OF ANY TYPE FROM
<br />LIABILITY FOR ANY AND ALL LOSS, DAMAGE, OR EXPENSE OF ANY KIND OR TYPE, UNDER
<br />ANY LEGAL, EQUITABLE OR OTHER THEORY, THAT MAY OCCUR PRIOR TO,
<br />CONTEMPORANEOUSLY WITH, OR AFTER THE EXECUTION OF THIS AGREEMENT
<br />RELATED IN ANY WAY TO THE USE OF THE AED PRODUCTS AND AED SERVICES. THIS
<br />OBLIGATION INCLUDES (BUT IS NOT LIMITED TO) ANY CLAIM, DEMAND, SUIT, LIABILITY,
<br />DAMAGE, JUDGMENT, LOSS, EXPENSES, ATTORNEYS' FEES, AND COSTS, THAT MAY BE
<br />ASSERTED AGAINST OR INCURRED BY SUPPLIER OR ITS SUBCONTRACTORS, AGENTS,
<br />OFFICERS, EMPLOYEES, OR OTHER REPRESENTATIVES BY PARTICIPATING PUBLIC
<br />AGENCY OR ANY PERSON OR ENTITY NOT A PARTY TO THIS AGREEMENT (INCLUDING,
<br />BUT NOT LIMITED TO, PARTICIPATING PUBLIC AGENCY'S INSURANCE COMPANY,
<br />ADMINISTRATIVE BODY OR AUTHORITY, OR PARTICIPATING PUBLIC AGENCY'S
<br />EMPLOYEES) FOR ANY EXPENSE, LOSS, OR DAMAGE CAUSED BY OR CONTRIBUTED TO
<br />IN ANY WAY, OR ALLEGED TO BE CAUSED BY OR CONTRIBUTED TO IN ANY WAY, BY ANY
<br />ACT, OMISSION, OR FAULT OF SUPPLIER OR ITS SUBCONTRACTORS, AGENTS,
<br />OFFICERS, EMPLOYEES, OR OTHER REPRESENTATIVES. THIS OBLIGATION EXTENDS TO,
<br />WITHOUT LIMITATION, STATUTORY CIVIL DAMAGES, ECONOMIC DAMAGES, PERSONAL
<br />INJURY, DEATH, OR PROPERTY DAMAGE (REAL AND PERSONAL) ARISING OUT OF OR
<br />RELATED TO THIS AGREEMENT, INCLUDING (BUT NOT LIMITED TO) ANY CLAIMS BASED
<br />UPON BREACH OF THE AGREEMENT, STRICT LIABILITY, REQUESTS FOR OR RIGHTS OF
<br />SUBROGATION OR CONTRIBUTION, INDEMNIFICATION, WRONGFUL DEATH, AND
<br />NEGLIGENCE (WHETHER ACTIVE OR PASSIVE, AND INCLUDING CLAIMS BASED UPON
<br />SUPPLIER'S SOLE, PARTIAL, OR JOINT AND SEVERAL NEGLIGENCE OF ANY TYPE OR
<br />DEGREE), AND ANY OTHER CLAIM, WHETHER BASED UPON OR ARISING UNDER
<br />CONTRACT, TORT, LAW, OR EQUITY. PARTICIPATING PUBLIC AGENCY FURTHER
<br />RELEASES AND WAIVES ANY RIGHT OF SUBROGATION THAT IT, ANY INSURER, OR ANY
<br />OTHER THIRD PARTY MAY HAVE DUE TO OR FOR ANY SUCH CLAIM, LOSS, OR DAMAGE.
<br />THE PARTICIPATING PUBLIC AGENCY'S DEFENSE, HOLD HARMLESS AND
<br />INDEMNIFICATION OBLIGATIONS SHALL ALSO EXTEND TO INJURIES OR DEATH
<br />SUSTAINED BY PARTICIPATING PUBLIC AGENCY'S EMPLOYEES AND SHALL NOT BE
<br />LIMITED BY ANY APPLICABLE WORKERS' COMPENSATION LAW AND PARTICIPATING
<br />PUBLIC AGENCY EXPRESSLY WAIVES ANY STATUTORY OR CONSTITUTIONAL WORKERS'
<br />COMPENSATION IMMUNITY UNDER APPLICABLE LAW WHICH WOULD OTHERWISE LIMIT
<br />ITS INDEMNIFICATION OBLIGATIONS HEREUNDER. Supplier reserves the right to select
<br />counsel to represent it in any such action.
<br />{oo056454.DOCx; s} Page 10
<br />Title: Master Agreement - Expenditure
<br />Revised: 220727
<br />Effective: 220804
<br />
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