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EXHIBIT A
<br /> of all expenses of Project by Owner. Owner acknowledges that the reimbursement set forth in
<br /> this Agreement for Project in no way implies the continued financial support for Project or
<br /> maintenance of Project beyond the specified amount set forth in this Agreement.
<br /> 9. Owner agrees to provide and allow City employees,officers,agents and employees
<br /> access to Property upon five(5)days notification by City for the purpose of planning,
<br /> constructing, implementing, installing,monitoring, inspecting,performing follow-up and spot-
<br /> checking Project for the term of this Agreement.
<br /> 10. In the event Owner fails to complete Project, or removes, alters or modifies Project
<br /> without prior written agreement and approval of the City,City shall have no obligation to
<br /> reimburse Owner or make any payments to Owner under the terms of this Agreement. If the City
<br /> has provided any reimbursement or monies to Owner for Project and Owner fails to complete
<br /> Project,or removes, alters or modifies Project without written agreement and approval of the
<br /> City, Owner shall reimburse and pay to City a portion of monies received as set forth in Exhibit 4
<br /> under the terms of this Agreement within thirty(30)days following demand by the City for
<br /> payment.
<br /> 11. Owner hereby assumes liability for and agrees to protect,hold harmless,and indemnify
<br /> the City, its assigns,officers,employees,directors, agents and servants from and against all
<br /> liabilities, obligations, losses,damages,penalties,judgements,settlements, claims,actions,suits,
<br /> proceedings, costs,expenses,and disbursements, including legal fees and expenses of whatever
<br /> kind and nature, imposed on,incurred by or asserted against the City, its assigns,officers,
<br /> employees,directors, agents,and servants in any way relating to or arising out of any allegations,
<br /> claims,or charges regarding the use of funds provided in this Agreement or the Project
<br /> undertaken by Owner, including but not limited to Owner's violation of any of the covenants or
<br /> agreements under this Agreement,any act or failure to act done in connection with the
<br /> performance or operation of Project, and any injury to any person, loss of life,or loss or
<br /> destruction of property in any way arising out of or relating to the performance or operation of
<br /> the use of funds in Program or in the construction, operation or maintenance of Project.
<br /> 12. This Agreement may be terminated in whole or in part by either party in writing in the
<br /> event of failure by the other party to fulfill its obligations under this Agreement through no fault
<br /> of the terminating party. No termination shall be effective until and unless the other party is
<br /> given not less than fifteen(15)calendar days prior written notice of intent to terminate and an
<br /> 3 of 6
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