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6.1.1. - Page 11
<br /> of the Virork or Improvement to the satisfaction of the City Engineer. Shauld Develaper fail to act within
<br /> thirty (30) days of notice from the City, or shoutd the exigencies of tl�e sztuation require repairs,
<br /> replacements or reconstruction to be rnade before De�eloper can be natified, City may, at its option,make
<br /> the necessaiy rapairs, replacernents or perform the r�ecessary reconstruction ar�d Developer shall pay to
<br /> City upon demand the actual cost of such repairs,replacegnents or reconstz�uction.
<br /> 15. Devela er Not A ent of Ci . Neither Developer nor Developer`s contractors,
<br /> subcontractors, agents, officers, or employees are agents or employees of City and the Dev�loper's
<br /> relationship to City, if any, arising herefrom is striotly filiat of an independent cor�tractar.
<br /> 1b. Indemni�cation.
<br /> 16.1 Neither City, r�or its officers, agents nor�mployess, sha11 be liable or responsible
<br /> for any accident, injury, lass, or damage to either p�•aperty or person attrib�ztai�le to or arising out
<br /> of tihe construction or installation of the �mprovements. Developer shall indemnify, hold
<br /> harmless ar�d defend City, its officers, agants and ett�ployees,from and against any and all losses,
<br /> claims, costs, expanses, liabilities, damages, actions, causes of action and judgments, inctuding
<br /> reasonable attorneys' fees, arising out of or attributable to Developer's performance ur�der this
<br /> Agreement. Notwithstanding the forgoing, Develaper sha11 not be obligated under this
<br /> Agreement to defend and/or indemnify City to the extent that a�y of the damage or injury is
<br /> caused by the gross neglt'gence or willful misconduct of City or its age�ts or emplayees.
<br /> 16.2 Developer's abligations under this Section 16 are not conditioned or dependent
<br /> upon City,or its of�eers, agents and employees,whether City prepared, supplied or reviewed any
<br /> Improvement Plans or related specifications in coz�nectian with the Improvements, or wh�ther
<br /> City has insurance or other indemnification covering any of these�atters.
<br /> �b.3 Developer's obligation to indernnify,hold har�less and defend City sha11 extend
<br /> to injuries to persons and damages ta or alleged taking of property resulting ftorn the design or
<br /> construction of t�e Irnprovements required�erein, and shall likewise extend to adjacent property
<br /> owners asserting claims based upon the diversion o£waters caused by Developer's design or
<br /> consiruction of public drainage systems, stree�s, and other public facilities or i�provements.
<br /> City's acceptance of the Improvements shall not constitute an assumption by City of any
<br /> responsibility or liability for any damage oj• alleged taking of property referenced herein. City
<br /> shall nat be respansible or liable for the desigr�or construotion of t�e Zmprovements const�ucted
<br /> or installed pursuant to the appraved Itnprovemez�ts Plans. After City's acceptance of �he
<br /> Improvernen�s, the Developer shall remain obligated to correct or eli�ninate all dangerous
<br /> canditions created by defects in desigr� or constr�ction; providad, howe�er, that the Developer
<br /> shatl not be responsible for routine main.tenance. Developer's obligations hereunder sha11 rennain
<br /> in affect for ten {10) years following acceptance of the Improvements by the Ciiy Council.
<br /> Develaper acicnowledges and agrees that Developer shall be respansible and liable for the design
<br /> and canstruction of tha Improveznents and other work done pursuant to this Agreen�aent, and City
<br /> shall not be liable for any acts or amissions in approving, reviewing, checkir�g, correcting or
<br /> modifying any Improvement Plans or �•elated specifica�ions, o�• in inspecting, reviewing or
<br /> approving any woxk or constr�tction of Improvements. The Develope:r's i�nprove�ent security
<br /> sha11 not be required to secure the Developer's obligations under this Sectian 1 b.3 beyond the
<br /> two-year guarantee and warranty period. If, in any judicial proceedings involving statutory
<br /> immunity under the Tort Claims Act (Govei•nrrient Code $10, et seq.) asserted by City, or its
<br /> officers, agents or employees, is detei�nined by a court of comp�tant jurisdiction to be
<br /> znapplieable or unavailahle to immunize City, or its of�cers, agents or employees, from potential
<br /> ATTYlAGRI2012,055/SUBi]IV1310N [MPROVEEUI�NTAGREEMENT20'I MARSHALL
<br /> F2EV:06-05-12 VR
<br /> Page 6 of 16
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