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II. Individual Contracts for Services. <br /> A. Partners have entered into a common process for development of the Scope of <br /> Work. Partners developed a Professional Services Agreement with the vendor <br /> for the provision of orthoimagery services. This PSA will itemize each Partner's <br /> portion of the overall cost. Partners shall make payment to the vendor for an <br /> equal portion of each project component as outlined in the 2010 Aerial <br /> Orthophotography Project Cost sharing Totals, attached hereto as Exhibit "A at <br /> the time payment is due. Each Partner's equal share is not to exceed the cost <br /> listed on Exhibit "A <br /> B. Parties recognize that their individual costs may include their equal share for <br /> areas of photographic overlap. <br /> C. No party to this agreement will front the costs for orthoimagery for another party. <br /> III. Hold Harmless. <br /> The parties to this agreement shall accept the jointly developed Scope of Work and <br /> the selected vendor. In addition, each party to this agreement shall hold harmless <br /> every other party. <br /> IV. Terms of Agreement <br /> A. Any of the parties to this agreement shall have the right to withdraw from this <br /> agreement prior to the signing of the vendor contract by action of the policy board <br /> of the party. <br /> B. The Partners may allow new parties to be admitted to this MOA in the following <br /> manner: The party seeking admission shall make a written request for admission <br /> to the Partners, which will then vote on the request. <br /> C. This agreement may be amended on recommendation of the Partners. <br /> Accepted: <br /> CITY OF LIVERMORE, a municipal corporation <br /> DATED: By: <br /> Linda Barton, City Manager <br /> APPROVED AS TO FORM: <br /> John Pomidor, City Attorney <br /> Memorandum of Agreement for Orthoimagery Acquisition Page 2 <br />