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13 . Forward shall indemnify, defend and hold harmless <br /> Disposer, its affiliates, and their officers, directors, employes, <br /> agents, representatives, successors and assigns from and against <br /> any and all Liabilities, to the extent arising from Forwards breach <br /> of this agreement or the negligence or willful misconduct of <br /> Forward or its contractors or agents regarding the handling, <br /> transportation, transfer or disposal of the Soil. <br /> 14 . The warranties and indemnities in this agreement and any <br /> related document, including but not limited to the Waste <br /> -. Characterization Form, shall survive the termination of this <br /> agreement. <br /> 15 . Sub]ect to Fa--..graph 6 above, title to the Soil shall <br /> pass to Forward upon delivery of the Soil to the Landfill. <br /> 16. In the absence of Forward's written consent, which <br /> Forward may withhold in its sole discretion, Disposer shall not ( 1) } <br /> assign or transfer any right of Disposer under this agreement, or <br /> " (ii) delegate or sub-contract any portion of the Disposer' s <br /> obligation under this agreement. <br /> 17 . This agrek'ment contains the entire understanding and <br /> agreement between the parties hereto with respect to the sub]ect <br /> matter hereof and supersedes al previous communications, <br /> negotiations and agreements, whether oral or written, between the <br /> parties with respect to such sub]ect matter, and any additioâ–º ; to <br /> or modifications or waivers of any provisions of this letter <br /> agreement shall not be binding on either party unless made in <br /> writing and executed by both parties. <br /> 18 . If any action or proceeding is brought to enforce the <br /> terms of this agreement, the prevailing party shall be entitled to <br /> recover its reasonable attorneys fees and costs <br /> 19 . Forward shall send out billing statements monthly. <br /> Disposer shall make payment within thirty tnv Oce days o ofceiptanf <br /> such statements. Disposer shall pay days past due. <br /> one half percent ( 1. 5%) on all accounts thirty (30) <br /> 4 <br />