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40 i casts, and if any, the costs of replacement facilities already installed, necessary to place FPL's Facilities into a permanent condition suitable to provide oontirwaus, reliable electric service to the public In accordance with all applicable laws, regulations and FPL's usual practices as set forth in Article iII herein. Nothing in this section shall be construed to modify or abrogate FPL's legal duty to mitigate damages. ARTICLE VI - AUDITS 6.1 Audits. All cost records and accounts of FPL directly related to the work performed under this Agreement shall be subject to audit by the Applicant for a period of one year from the completion date of all work performed under this Agreement Such audits shall be performed by the Applicant and in accordance with the following considerations: (a) the Applicant shall provide FPL with thirty (30) days written notice requesting an audit, (b) the specific time of audit must be mutually agreed to, (c) information required for audit purposes shall be accounts and records kept by FPL directly related to Relocation and reimbursable costs, (d) the Applicant may request only information reasonably required by it concerning Relocation and such request for information shall be in writing and shall include the purpose of the audits, (e) FPL shall make available the requested information at its offices during normal business hours. Monday through Friday,. (9 the Applicant shall bear any costs associated with any audits, including FPL costs, if any, and (g) information available under this Agreement shall not be used in violation of any law or regulation. ARTICLE VII - GENERAL CONDII IONS 7.1 Benefit of Agreement: Assignment. The provisions of this Agreement shall inure to the benefit of and bind the successors and assigns of the Parties to this Agreement but shall not inure to the benefit of any third party or other person. This Agreement shall not be assigned by either Party except upon receipt of the prior written permission of the other Party. Such permission shall not be unreasonably withheld. 7.2 Nonwaiver. The failure of either Party at any time to require performance by the other Party of any provision hereof shall not affect the full right to require such performance at any time thereafter. Waiver by either Party of a breach of the same provision or any other provision shall not constitute a waiver of the provision itself. 7.3 Limitations of Liabil' - Neither Party shall be liable in contract, in tort (including negligence), or otherwise to the other Party for any incidental or consequential loss or damage whatsoever including but not limited to loss of profits or revenue on work not performed, for loss of use or under utilization of the Party's facilities, or loss of use of revenues or loss of anticipated profits resulting from either Party's performance, nonperformarim or delay in performance of its obligations under this Agreement. 7-4 Indemnification. The Applicant shall inch\oe fend and hold harmless FPL, its parent, subsidiaries or affiliates and their respective officers, directors anyees (collectively "FPL Entities') from and against any liabilities whatsoever, occasioned wholly or in panegligence of the Applicant, its contractors, subcontractors or employees, including attorney fees, for inr death of person(s) and property damage arising or resulting in connection with any activity associated wierviee under this Agreement, EXCEPT if the liability arises out of a claim made by an employee of thet, 'contractors or assigns, the Applicant shalt indemnify FPL Entities whether or not the damage or !ldy or caused by the sole negligence of FPL Entities. The Applicant's obligation to protect, defend ar-PL €n ies free and unharmed against such liabilities shall be subject to the limitation set forth in Section 768'28(5) Ftorida' Statutes, except in the event the Applicant purchases insurance covering the liability with limits in excess of the statutory limits, the Applicant's obligation shall extend up to but shall not exceed the limits of that insurance. 7.5 Insurance If the Applicant utilizes its own personnel in the construction or maintenance work around the subject Facilities, the Applicant shall furnish FPL with evidence of insurance maintained by Applicant insuring FPL Entities from liabilities assumed under the above indemnification Said insurance shall contain a broad form contractual endorsement or, alternatively, the Applicant shall cause FPL, its parent, subsidiaries and affiliates and their respective officers, directors and employees to be named as additional named insureds on the Applicant's comprehensive general liahil ty policy Such liability coverage shall be primary to any liability coverage maintained by or on behalf of FPL up to the 51,000,000 limit of liability. In the event that the pWlcy is on a "claims made" basis, the retroactive date of the policy shall be the effective date of this Agreement or such other date as to protect the; interest of FPL and the coverage shall survive the termination of this Agreement until the expiration of the maximum statutory penod of limitations in the State of Florida for actions based in contract or in tort (currently, five years). if coverage is on an "occurrence" basis, such insurance shall be page 4 of 6 Governrnf.htat Facai+ties Rawcatan Agreement trev V8101)