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<br />6. CONTRACTORS / SUBCONTRACTORS / SUBGRANTEES
<br />A. GRANTEE will be entitled to make use of its own staff and such contractors, subcontractors,
<br />and subgrantees as are mutually acceptable to GRANTEE and DISTRICT. Any change in
<br />contractors, subcontractors, or subgrantees must be mutually acceptable to the parties.
<br />Immediately upon termination of any such contract, subcontract, or subgrant, GRANTEE
<br />shall notify DISTRICT.
<br />B. Nothing contained in this Agreement or otherwise, shall create any contractual relation
<br />between DISTRICT and any contractors, subcontractors, or subgrantees of GRANTEE, and
<br />no agreement with contractors, subcontractors, or subgrantees shall relieve GRANTEE of its
<br />responsibilities and obligations hereunder. GRANTEE agrees to be as fully responsible to
<br />DISTRICT for the acts and omissions of its contractors, subcontractors, and subgrantees and
<br />of persons either directly or indirectly employed by any of them as it is for the acts and
<br />omissions of persons directly employed by GRANTEE. GRANTEE'S obligation to pay its
<br />contractors, subcontractors, and subgrantees is an independent obligation from DISTRICT'S
<br />obligation to make payments to GRANTEE. As a result, DISTRICT shall have no obligation
<br />to payor to enforce the payment of any moneys to any contractor, subcontractor, or
<br />subgrantee.
<br />
<br />7. INDEMNIFICATION - GRANTEE agrees to indemnify, defend, and hold harmless DISTRICT,
<br />its officers, employees, agents, representatives, and successors-in-interest against any and all
<br />liability, demands, claims, costs, losses, damages, recoveries, settlements, and expenses
<br />(including reasonable attorney fees) that DISTRICT, its officers, employees, agents,
<br />representatives, and successors-in-interest may incur or be required to pay arising from the death
<br />or injury of any person or persons (including employees of GRANTEE), or from destruction of or
<br />damage to any property or properties, caused by or connected with the performance of this
<br />Agreement by GRANTEE, its employees, subcontractors, subgrantees, or agents.
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<br />8. PAYMENT
<br />A. DISTRICT agrees to award GRANTEE a grant of fifty five thousand dollars ($55,000) for the
<br />activities described in Attachment A, Work Plan. This fee shall be payable in four (4)
<br />installments, as follows:
<br />
<br />i) $13,750 upon DISTRICT'S receipt of June 30, 2008 Progress Report and
<br />documentation of completion of deliverables attributed to that progress report as
<br />listed in Attachment A, Scope of Work;
<br />ii) $13,750 upon DISTRICT'S receipt of December 3 I, 2008 Progress Report and
<br />documentation of completion of deliverables attributed to that progress report as
<br />listed in Attachment A, Scope of Work;
<br />iii) $13,750 upon DISTRICT'S receipt of June 30, 2008 Progress Report and
<br />documentation of completion of deliverables attributed to that progress report as
<br />listed in Attachment A, Scope of Work; and
<br />iv) $13,750 upon DISTRICT'S receipt of the Final Report and documentation of
<br />completion of deliverables attributed to the Final Report as listed in Attachment A,
<br />Scope of Work.
<br />
<br />C. GRANTEE shall carry out the work described on the Work Plan in accordance with the
<br />Payment Schedule, and shall obtain DISTRICT'S written approval of any changes or
<br />modifications to the Work Plan or the Payment Schedule prior to performing the changed
<br />work or incurring the changed cost. If GRANTEE fails to obtain such prior written approval,
<br />DISTRICT, at its sole discretion, may refuse to provide funds to pay for such work or costs.
<br />D. Payment will be made only to GRANTEE.
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<br />Page 2 of 11 Contract No. 2008-027
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