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T <br /> delivered, then either PARTY shall have the right to seek judicial relief <br /> IV. EFFECTIVENESS AND DURATION <br /> The work under this AGREEMENT was authorized to begin on October 1, 2004, per verbal <br /> authorization from Helena Kennedy Smith, UCO Budget and Program Manager, and will remain <br /> in effect until June 30, 2005, unless otherwise amended or terminated. <br /> V. TERMINATION <br /> This AGREEMENT may be terminated by either PARTY upon 30 days advanced written notice. <br /> In the event of termination by the STATE, the LEAD AGENCY shall submit an invoice and the <br /> deliverables (to the extent complete) in accordance with Section II herein. The STATE shall <br /> make a partial payment of the stipend in proportion to the LEAD AGENCY's completion of the <br /> deliverables identified in Exhibit A. <br /> In the event of termination by the LEAD AGENCY, the STATE is not responsible to pay any <br /> portion of the stipend. <br /> VI. AMENDMENT <br /> Either PARTY may request changes in these provisions. Such changes, which are mutually <br /> agreed upon, shall be incorporated as written amendments to this AGREEMENT. No variation <br /> or alteration of the terms of this AGREEMENT shall be valid unless made in writing and signed <br /> by authorized representatives of the PARTIES hereto. <br /> VII. INDEMNIFICATION AND HOLD HARMLESS <br /> The PARTIES agree to the following: <br /> Each of the PARTIES shall protect, defend, indemnify, and save harmless the other PARTY, its <br /> officers, officials, employees, and agents, while acting within the scope of their employment as <br /> such, from any and all costs, claims,judgment, and/or awards of damages, arising out of, or in <br /> any way resulting from, each of the PARTY's negligent acts or omissions. No PARTY will be <br /> required to indemnify, defend, or save harmless the other PARTY if the claim, suit, or action for <br /> injuries, death, or damages is caused by the sole negligence of the PARTY. Where such claims, <br /> suits, or actions result from the concurrent negligence of the PARTIES, the indemnity provisions <br /> provided herein shall be valid and enforceable only to the extent of a PARTY's own negligence. <br /> Each of the PARTIES agrees that its obligations under this subparagraph extend to any claim, <br /> demand, and/or cause of action brought by, or on behalf of, any of its employees or agents. For <br /> 7 <br /> GCA 4235 Page 3 <br />