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-- 7 <br /> E. Risk Management <br /> Each party shall to the extent permitted by law indemnify,hold harmless and defend the <br /> other parties from and against all costs, losses,claims for damages, liabilities and <br /> expenses, including but not limited to legal fees and court costs, arising out of its <br /> negligent acts or omissions or willful misconduct related to, or arising out of,this <br /> Agreement. In the event of concurrent negligence, each party shall be responsible to third <br /> parties for its allocable share of fault, and shall indemnify the other party for its share of <br /> any concurrent negligence. <br /> F. Dispute Resolution <br /> l. The parties will work collaboratively to resolve disagreements arising from <br /> performance of this Agreement. Disagreements will be resolved promptly and at the <br /> lowest level of hierarchy. The following is a guide intended to resolve issues at the <br /> lowest organizational level. <br /> 2. Representatives for each party shall communicate regularly to discuss the status of <br /> the task to be performed and to resolve any issues or disputes related to the successful <br /> performance of this Agreement. Party representatives will cooperate in providing staff <br /> support to facilitate the performance of this Agreement and the resolution of any issues or <br /> disputes arising during the term of this Agreement. <br /> 3. A Lead Representative shall notify the others in writing of any problem or dispute <br /> that the Lead Representative believes should be resolved. The Project Team shall meet <br /> within five (5) business days of receiving the written notice in an attempt to resolve the <br /> dispute. <br /> 4. In the event the Project Team cannot resolve the dispute, each party shall <br /> designate a senior manager to meet and engage in good faith negotiations to resolve the <br /> dispute. <br /> 5. The parties agree that they shall have no right to seek relief under this Agreement <br /> in a court of law until and unless each of these procedural steps is exhausted. <br /> G. Miscellaneous <br /> 1. Severability <br /> If any portion of this Agreement is found to be unenforceable by a court of competent <br /> jurisdiction,the remaining terms and provisions unaffected thereby shall remain in full <br /> force and effect. <br /> 2. Amendments <br /> The parties may only materially amend this Agreement in writing. <br /> 28 <br /> 4 <br />