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The District may employ and manage a DSA certified inspector for all Sidewalk Item work. <br /> District will notify City of all inspector identified discrepancies and required course of <br /> action for remedy. <br /> 3. Contingency, Change Orders and Inspection. <br /> a. District agrees that up to a ten percent(10%) contingency shall be included as part of <br /> District's reimbursement obligation in addition to the estimated $45,000 for the <br /> Sidewalk Item. <br /> b. City shall consult and receive final approval from District on all contractor change <br /> order(s)related to the Sidewalk <br /> c. City shall notify District and coordinate joint inspection of the Sidewalk Item work. <br /> District will advise City if District finds any of the Sidewalk Item work incomplete, <br /> and City shall manage contractor to complete and/or correct such work. <br /> 4. Reimbursement. After the City accepts the Project as complete, it will provide notice to <br /> District with a final accounting of the Sidewalk Item plus any change orders. District may <br /> request additional supporting information from the City. District shall pay the City within <br /> thirty(30)days of receipt of the notice, or any subsequent supporting information,the <br /> reimbursement amount for the Sidewalk Item acceptable to the Parties. <br /> 5. Indemnification. <br /> a. Indemnification by City. City shall defend, indemnify, and hold harmless District, <br /> and the District's governing Board, officers, employees and agents, from and against <br /> any and all claims, actions, liability damages, loss or obligations including all costs, <br /> demands, expenses, and attorneys' fees, arising out of the negligent acts, negligent <br /> omissions or willful misconduct of City, its Council, officers, employees or agents, <br /> related to City's performance of City's obligations under this Agreement. <br /> b. Indemnification by District. District shall defend, indemnify, and hold harmless <br /> City, and the City's Council, officers, employees and agents, from and against any <br /> and all claims, actions, liability damages, loss or obligations including all costs, <br /> demands, expenses, and attorneys' fees, arising out of the negligent acts,negligent <br /> omissions or willful misconduct of District, its governing Board, officers, employees <br /> or agents,related to District's performance of District's obligations under this <br /> Agreement. <br /> c. Neither City nor District shall be liable to the other for liability that arises out of the <br /> sole negligence or willful misconduct of the other. <br /> 6. Assignment. City may not assign its rights or delegate its duties pursuant to this Agreement. <br /> Reimbursement Agreement for Sidewalk-C1P Project No. 155050 Page 2 of 4 <br />