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ATTACHMENTS progress has not been met. 3.3 SANTA ANA's Executive Director of the Public Works Agency will review COSTA MESA's change order requests for changes to work within SANTA ANA. Approval of such requests will not be unreasonably withheld. SANTA ANA will have a minimum of five (5) working days to review and approve change orders. 3A SANTA ANA will have inspection authority within SANTA ANA jurisdictional boundaries and will be notified of the progress of the PROJECT for such purposes. SANTA ANA will also have the right to enter and inspect within COSTA MESA boundaries at all times for the purposes of overseeing COSTA MESA lead agency functions. 3.5 SANTA ANA will pay its proportionate share of construction, materials testing, site surveys, construction engineering and construction management cost, which is estimated in Exhibit "A" of this Agreement, within thirty (30) days after receipt of an invoice from COSTA MESA. 4.0 JOINT (RIGHTS AND DUTIES 4.1 If the amounts expended for the PROJECT exceed the cost estimates set forth in Exhibit "A," then SANTA ANA will be solely responsible for paying for the additional costs occurring within the jurisdictional boundaries of SANTA ANA, and COSTA MESA will be solely responsible for paying for the additional costs occurring within the jurisdictional boundaries of COSTA MESA. 4.2 If this Agreement involves expenditures of State funds aggregating in excess of Ten Thousand Dollars ($10,000), then, pursuant to California Government Code section 8546.7, both parties will be subject to the examination and audit of the California State Auditor for a period of three (3) years after final payment under this Agreement. 4.3 Mutual Indemnification (a) Neither SANTA ANA nor any elected official, officer, agent or employee thereof shall be responsible for any damage or liability occurring by reason of anything done or omitted to be done by COSTA MESA, its officers, agents, employees or engineers under or in connection with any work, authority, or duties delegated to COSTA MESA under this Agreement. It is also understood and agreed that, pursuant to Government Code section 895.4, COSTA MESA shall fully indemnify, defend and hold harmless SANTA ANA, its elected officials, officers, agents, employees and engineers from any liability imposed for any injury (as defined by Government Code section 810.8), occurring by reason of anything done or omitted to be done by COSTA MESA, its officers, agents, employees or engineers under or in connection with any work, authority, or duties delegated to COSTA MESA under this Agreement. (b) Neither COSTA MESA nor any elected official, officer, agent or employee thereof shall be responsible for any damage or liability occurring by reason U.