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<br />5. It is hereby agreed by the parties to the Agreement that in case all work called for under the
<br /> Agreement is not finished or completed on or before the time set forth in this Agreement,
<br /> damage will be sustained by City, and that it is and will be impracticable and extremely
<br /> difficult to ascertain and determine the actual damage which the City will sustain in event of
<br /> and by reason of such delay; it is therefore agreed Contractor will pay to City the sum
<br /> calculated at the rate of Five Thousand and No/100 dollars ($5,000.00) per day as
<br /> liquidated damages for each and every calendar day's delay in finishing the work in excess
<br /> of the number of days prescribed, and Contractor agrees to pay said liquidated damages
<br /> as herein provided, and in case the same are not paid, agrees that City may deduct the
<br /> amount thereof from any monies due or that may become due under this Agreement.
<br /> It is further agreed that in case the work called for under this Agreement is not completed in
<br /> all of its parts and requirements within the number of calendar days specified, City shall
<br /> have the right to increase the number of calendar days or not, as may seem best to serve
<br /> the interest of City; and if it is decided to increase the said number of calendar days, City
<br /> shall further have the right to charge to Contractor, and deduct from the final payment for
<br /> the work, all or any part, as City may deem proper, of the actual cost of engineering,
<br /> inspection, superintendence, and other overhead expenses of City which are directly
<br /> chargeable to this Agreement, except that the cost of final surveys and the preparation of
<br /> the final estimate shall not be included in such charges to be paid by Contractor.
<br />6. Except as otherwise may be provided herein, Contractor hereby expressly guarantees for
<br /> one (1) full year from the date of the final completion of the work under this Agreement and
<br /> acceptance thereof by City's City Council, to repair or replace any part of the work
<br /> performed hereunder which constitutes a defect resulting from the use of inferior or
<br /> defective materials, equipment or workmanship. If, within said period, any repairs or
<br /> replacements in connection with the work are, in the opinion of the City Engineer, rendered
<br /> necessary as a result of the use of inferior or defective materials, equipment or
<br /> workmanship, Contractor agrees, upon receipt of notice from City, and without expense to
<br /> City, to promptly repair or replace such material or workmanship and/or correct any and all
<br /> defects therein. If Contractor, after such notice, fails to proceed promptly to comply with
<br /> the terms of this guarantee, City may perform the work necessary to effectuate such
<br /> correction and recover the cost thereof from Contractor or his sureties.
<br /> Any and all other special guarantees which may be applicable to definite parts of the work
<br /> under this Agreement shall be considered as an additional guarantee and shall not reduce
<br /> or limit the guarantee as provided by Contractor pursuant to this paragraph during the first
<br /> year of the life of such guarantee.
<br />7. Contractor hereby agrees to indemnify and save harmless City, its Council, officers,
<br /> boards, commissions, agents and employees of and from any and all claims, suits or
<br /> actions of every name, kind and description which may be brought against City, its Council,
<br /> officers, boards, commissions, agents, or employees by reason of any injury to or death of
<br /> any person or damage suffered or sustained by any person or corporation, caused by, or
<br /> alleged to have been caused by, any act or omission to act, negligent or otherwise, of
<br /> Contractor, its officers, agents or employees in the performance of any work required of
<br /> Contractor by this Agreement.
<br /> The duty of Contractor to indemnify and save harmless, as set forth herein, shall include a
<br /> duty to defend as set forth in Section 2778 of the California Civil Code; provided, however,
<br /> that nothing herein shall be construed to require Contractor to indemnify City, its Council,
<br /> officers, boards, commissions, agents and employees against any responsibility or liability
<br /> in contravention of Section 2782 of the California Civil Code.
<br />8. Contractor, at its sole cost and expense, shall acquire and maintain in full force and effect
<br /> throughout the term of this Agreement Workers' Compensation, employer's liability,
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