Agenda - 11-16-1993 - VIII-A (2)

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(iv) The Corporation agrees to obtain annually an audit of its financial statements from an accounting firm acceptable to the County and to provide a copy of such audit to the County promptly after receipt thereof; (v) The Corporation will maintain its existence, and, in the event of reorganization, this Agreement will be binding upon any successors or assigns; and (vi) The Corporation will execute and deliver all such further instruments and take all such further action as may be required to carry out the purposes of this Agreement. ARTICLE X OWNERSHIP OF PROPERTY; Ln rrrED OBLIGATION OF COUNTY Section 10.01. Ownership of Property. All property of any type hereinafter acquired at the Corporation expense for or in connection with the CAC, shall be acquired in the name of the Corporation and become the property of the Corporation subject to the right of the County to a reversionary interest therein when all debt obligations of the Corporation related to the CAC have been discharged. Section 10.02. Limited Obligation of County. The County has agreed to accept the reversionary interest referred to above for the sole purpose of complying with Internal Revenue Service Revenue Procedure 82-26. The debt incurred by the Corporation pursuant to the Corporation Financing is the sole responsibility of the Corporation. No debt of the County shall be created pursuant to the Corporation Financing. No provision of this Agreement shall be construed or interpreted as creating a delegation of governmental powers nor as a donation by or a lending of the credit of the County within the meaning of the constitution of the State. This Agreement shall not directly or indirectly or contingently obligate the County to make any payments beyond those appropriated pursuant to Section 3.01 of this Agreement. To the extent of any conflict between this provision and any other provision of this Agreement or any documentation related to the Corporation Financing, this provision shall take priority. ARTICLE XI INSURANCE The Corporation shall procure and maintain, or cause to be procured and maintained, throughout the term of this Agreement, all insurance as customarily maintained for such facilities. The types of coverage and limits of liability obtained shall be subject to approval by the County. ARTICLE XII INDEMNIFICATION To the extent permitted by law, and further, to the extent of insurance policies owned by the County, the County shall indemnify, defend, and hold harmless the Corporation from and against any and all claims or liabilities(including reasonable attorneys' fees) arising out of or in connection with this Agreement where attributable to the acts or omissions performed by the County. The Corporation shall indemnify, defend, and hold harmless the County from and against any and all claims or liabilities 6