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14. Warranty Period: Repair and Reconstruction. Without limiting the foregoing,
<br />Developer expressly warrants and guarantees all Work performed under this Agreement
<br />and all materials used in the Work for a period of one (1) year after City's final acceptance
<br />in accordance with Section 13 (Partial Reduction or Release of Improvement Security).
<br />If, within this one (1) year warranty period, any Improvement or part of any Improvement
<br />installed or constructed, or caused to be installed or constructed by Developer, or any of
<br />the Work done under this Agreement, fails to fulfill any of the requirements of the
<br />Improvement Plans or this Agreement, Developer will, without delay and without cost to
<br />City, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts
<br />of the Work or Improvement to the satisfaction of the City Engineer. Should Developer
<br />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
<br />can be notified, City may, at its option, make the necessary repairs, replacements or
<br />perform the necessary reconstruction and Developer will pay to City upon demand the
<br />actual cost of such repairs, replacements or reconstruction.
<br />15. Indemnification.
<br />15.1 Neither City, nor its officers, agents nor employees, will be liable or
<br />responsible for any accident, injury, loss, or damage to either property or person
<br />attributable to or arising out of the construction or installation of the Improvements.
<br />Developer will indemnify, hold harmless and defend City, its officers, agents and
<br />employees, from and against any and all losses, claims, costs, expenses,
<br />liabilities, damages, actions, causes of action and judgments, including reasonable
<br />attorneys' fees, arising out of or attributable to Developer's performance under this
<br />Agreement. Notwithstanding the forgoing, Developer will not be obligated under
<br />this Agreement to defend and/or indemnify City to the extent that any of the
<br />damage or injury is caused by the gross negligence or willful misconduct of City or
<br />its agents or employees.
<br />15.2 Developer's obligations under this Section 15 are not conditioned or
<br />dependent upon City, or its officers, agents and employees, whether City prepared,
<br />supplied or reviewed any Improvement Plans or related specifications in
<br />connection with the Project or the Improvements, or whether City has insurance or
<br />other indemnification covering any of these matters.
<br />15.3 Developer's obligation to indemnify, hold harmless and defend City will
<br />extend to injuries to persons and damages to or alleged taking of property resulting
<br />from the design or construction of the Project, and the Improvements required
<br />herein, and will likewise extend to adjacent property owners asserting claims
<br />based upon the diversion of waters caused by Developer's design or construction
<br />of public drainage systems, streets, and other public facilities or Improvements.
<br />The City's acceptance of the Improvements will not constitute an assumption by
<br />City of any responsibility or liability for any damage or alleged taking of property
<br />referenced herein. City will not be responsible or liable for the design or
<br />construction of the Project or the Improvements constructed or installed pursuant
<br />REV: 10-02-24 VR
<br />ATTY/AGR 2024.178/Redwood Crossing LLC (557 E Bayshore IA) (Page 8 of 24)
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