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(b) Security for Payment: Security furnished to secure payment to contractors,
<br /> subcontractors, and to persons providing labor, materials or equipment shall, six
<br /> (6) months after acceptance of all of the Improvements, be reduced to an amount
<br /> equal to the total amount claimed by all claimants for whom liens have been filed
<br /> and of which notice has been given to the City, plus an amount reasonably
<br /> determined by the City Engineer to be required to assure the performance of any
<br /> other obligations secured by the security. The balance of the payment security
<br /> shall be released upon settlement or release of all claims and obligations for
<br /> which the security was given.
<br /> (c) If Developer's obligations relating to any Improvements are subject to the
<br /> approval of another governmental agency, the City shall not release the
<br /> improvement security thereof until the obligations are performed to the
<br /> satisfaction of such other governmental agency. Such agency shall have two (2)
<br /> months after Developer's performance of the obligation to register its satisfaction
<br /> or dissatisfaction. If at the end of that period such agency has not registered its
<br /> satisfaction or dissatisfaction, it shall be conclusively deemed that the
<br /> Developer's performance of the obligation was done to its satisfaction.
<br /> 16. Warranty Period: Repair and Reconstruction. Without limiting the foregoing, Developer
<br /> expressly warrants and guarantees all Work performed under this Agreement and all materials used in the
<br /> Work for a period of one (1) year after City's final acceptance in accordance with Section 13. If, within
<br /> this one (1) year warranty period, any Improvement or part of any Improvement installed or constructed,
<br /> or caused to be installed or constructed by Developer, or any of the Work done under this Agreement,
<br /> fails to fulfill any of the requirements of the Improvement Plans or this Agreement, Developer shall,
<br /> without delay and without cost to City, repair, replace or reconstruct any defective or otherwise
<br /> unsatisfactory part or parts of the Work or Improvement to the satisfaction of the City Engineer. Should
<br /> Developer fail to act promptly or in accordance with this requirement, or should the exigencies of the
<br /> situation require repairs, replacements or reconstruction to be made before Developer can be notified,
<br /> City may, at its option, make the necessary repairs, replacements or perform the necessary reconstruction
<br /> and Developer shall pay to City upon demand the actual cost of such repairs, replacements or
<br /> reconstruction.
<br /> 17. Developer Not Agent of City. Neither Developer nor Developer's contractors,
<br /> subcontractors, agents, officers, or employees are agents or employees of City and the Developer's
<br /> relationship to City, if any, arising herefrom is strictly that of an independent contractor.
<br /> 18. Indemnification.
<br /> 18. 1 Neither the City, nor its officers, agents nor employees, shall be liable or
<br /> responsible for any accident, injury, loss, or damage to either property or person attributable to or
<br /> arising out of the construction or installation of the Improvements. Developer shall indemnify,
<br /> hold harmless and defend the City, its officers, agents and employees (collectively, "City
<br /> Patties"), from and against any and all losses, claims, costs, expenses, liabilities, damages,
<br /> actions, causes of action and judgments, including reasonable attorneys' fees, arising out of or
<br /> attributable to the acts, omissions, negligence or willful misconduct of Developer or any of
<br /> Developer's employees, agents, contractors or subcontractors. Notwithstanding the forgoing,
<br /> Developer shall not be obligated under this Agreement to defend and/or indemnify the City
<br /> Parties to the extent that any of the damage or injury is caused by the gross negligence or willful
<br /> misconduct of the City Parties.
<br /> ATTY/AGR/2015.107/GREYSTAR - 103 WILSON - IA WITH TIF CREDIT Page 8 of 27
<br /> REV: 05-28-15 VR
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