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that by its nature cannot be performed during the term of this Agreement shall survive the <br />termination of this Agreement. <br />5.10 Defense of Third Party Claims. To the fullest extent permitted by law, Volvo shall <br />indemnify, defend and hold harmless the City, its officers, agents, and employees from and <br />against any and all losses, liabilities, damages, costs and expenses, including attorney's fees <br />and costs in the event that a third party files litigation challenging the validity or enforceability of <br />this Agreement, or any payment of the City Consideration by the City to Volvo. The City and <br />Volvo may jointly defend the Agreement and /or City Consideration payment. If the litigation is <br />filed only against the City, Volvo may move to intervene as a defendant, respondent or real <br />party in interest, based upon the nature and form of the litigation. <br />5.11 Force Maieure. The obligations by either party hereunder shall not be deemed in <br />default and times for performance hereunder shall be extended where delays are caused by <br />fire /casualty losses; strikes, riots or war; litigation; unusually severe weather; inability to secure <br />necessary labor, materials or tools because of a shortage in the market; delays of any <br />contractor, subcontractor or supplier; unjustified acts or failure to act by City in the processing or <br />approval of plans or permits or inspection or approvals of improvements for Volvo's facility <br />remodel; acts of God, or other similar causes without the fault and beyond the reasonable <br />control of the party, despite the party's diligent efforts (collectively, "force majeure "), if written <br />notice is provided to the other party within a reasonable period following commencement of any <br />such circumstances and, provided further, that the extension of time shall be only for the period <br />of the force majeure delay. Adverse market conditions or the inability to obtain financing shall <br />not constitute an event of force majeure. <br />5.12 Counterparts. This Agreement may be executed in two or more counterparts, <br />each of which when so executed and delivered shall be deemed an original and all of which, <br />when taken together, shall constitute one and the same instrument. <br />