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Page 13 of 37 <br />20016287.14 <br />6.5. Sponsor Responsibilities. For purposes of delivering the Scope of Work, the <br />Sponsor agrees to perform the following tasks, unless otherwise specified in a Project <br />Supplement: <br />a)The Sponsor will be responsible for championing the effort of obtaining political <br />and public support for the Project. <br />b)The Sponsor will be the public face of the Project for purposes of leading <br />outreach efforts to local stakeholders and community members, including <br />coordination of public meetings and solicitation of public comment. <br />c)The Sponsor will provide input and oversight based on local policies and desires <br />regarding the outcome of and deliverables of the Project. <br />d)The Sponsor will actively participate in the PDT meetings related to the Scope of <br />Work. <br />e)The Sponsor may, at its discretion, review any professional services agreements, <br />change orders and any other agreements that the TA has entered into for the <br />performance of Scope of Work; however the TA retains ultimate authority over <br />contracting and related decisions. <br />f)The Sponsor may, at its discretion, review the work products and deliverables <br />produced by the TA and/or its contractors/consultants for the Scope of Work, <br />including reports, designs, drawings, plans, specifications, schedules and other <br />materials; however, the TA retains authority to accept or reject <br />contractor/consultant work. <br />g)The Sponsor will approve or endorse, in writing, the final deliverables or work <br />products produced by the TA and/or its contractors/consultants for the Scope of <br />Work. <br />h)The Sponsor will review progress reports prepared and provided by the TA. <br />i)The Sponsor may, at its discretion, review and audit invoices and other <br />documentation of the expenditure of funds allocated for the Scope of Work, <br />however the TA retains ultimate authority for expenditure of allocated funds on <br />the Project. <br />6.6. Indemnification. <br />a)Each of the Parties will indemnify, hold harmless and defend the other Party and <br />its directors/councilmembers, officers, employees and agents (collectively, <br />"Indemnitees") against all liability, claims, suits, actions, costs or expenses <br />related to performance of the Scope of Work or the Project, including but not <br />limited to those arising from loss of or damage to property, and injuries to or <br />death of any person (including but not limited to the property or employees of <br />each Party) when arising out of or resulting from any act or omission by the <br />indemnifying Party, its agents, employees, contractors or subcontractors in <br />connection with any aspect of the Project, including Project design, construction <br />and/or maintenance. <br />ATTY/AGR/2025.031 - 2025 TA PRIMARY GRANT AGREEMENT <br />REV: 02-27-25 LR