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IN ANY AND ALL CLAIMS AGAINST ANY PARTY INDEMNIFIED <br />HEREUNDER BY ANY EMPLOYEE OF THE SDBA, ANY SUB- <br />CONTRACTOR, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED <br />BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM <br />MAY BE LIABLE, THE INDEMNIFICATION OBLIGATION HEREIN <br />PROVIDED SHALL NOT BE LIMITED IN ANY WAY BY ANY <br />LIMITATION ON THE AMOUNT OR TYPE OF DAMAGES, <br />COMPENSATION OR BENEFITS PAYABLE BY OR FOR THE SDBA <br />OR ANY SUB -CONTRACTOR UNDER WORKMEN'S <br />COMPENSATION OR OTHER EMPLOYEE BENEFIT ACTS. <br />INDEMNIFIED ITEMS SHALL INCLUDE ATTORNEYS' FEES AND <br />COSTS, COURT COSTS, AND SETTLEMENT COSTS. INDEMNIFIED <br />ITEMS SHALL ALSO INCLUDE ANY EXPENSES, INCLUDING <br />ATTORNEYS' FEES AND EXPENSES, INCURRED BY AN <br />INDEMNIFIED INDIVIDUAL OR ENTITY IN ATTEMPTING TO <br />ENFORCE THIS INDEMNITY. <br />13. INDEMNIFICATION BY THE SDBA. SDBA SHALL INDEMNIFY, <br />HOLD HARMLESS AND DEFEND CITY, LAMAR COUNTY <br />CHAMBER OF COMMERCE, AND THE CITY OF PARIS VISITORS <br />AND CONVENTION CENTER AND ITS EMPLOYEES, OFFICERS, <br />DIRECTORS, MEMBERS, AGENTS, ATTORNEYS, AND <br />REPRESENTATIVES, FROM AND AGAINST ANY ACTION, CLAIM, <br />DEMAND OR LIABILITY, INCLUDING REASONABLE ATTORNEYS' <br />FEES, TO THE EXTENT SUCH CLAIM ARISES OUT OF OR IS BASED <br />UPON THE SOLE AND EXCLUSIVE ACTIONS OR OMISSIONS OF <br />SDBA OR ITS EMPLOYEES, OFFICERS, DIRECTORS, MEMBERS, <br />AGENTS AND REPRESENTATIVES, IN PERFORMING UNDER THIS <br />AGREEMENT. CITY SHALL HAVE THE RIGHT TO PARTICIPATE IN <br />THE DEFENSE OF ANY SUCH CLAIM THROUGH COUNSEL OF ITS <br />CHOOSING. <br />14. Confidentiality. SDBA, and its employees, agents, or representatives shall not at <br />any time or in any manner, either directly or indirectly, use the personal benefit <br />of SDBA, or divulge, or disclose, or communicate in any manner, any <br />information that is proprietary to City. SDBA and its employees, agents, and <br />representatives shall protect such proprietary information and treat it as strictly <br />confidential. This provision shall continue to be effective after the termination <br />of the Agreement. <br />15. Third Party Agreements. SDBA shall have all rights and interest in proceeds <br />payable by third Parties under SDBA's agreements with third parties. <br />