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AGREEMENT NO. C -9 -0605 <br />1 I. CITY will comply with all federal, state and local laws and regulations. <br />2 J. CITY agrees to comply with all Federal Highway Administration third party <br />3 contracting laws and regulations pursuant to including but not limited to federal, state, and local <br />4 laws, and shall include all laws and regulations in any PROJECT related contract entered into by the <br />s CITY. <br />6 K. CITY shall indemnify, defend and hold harmless AUTHORITY, its officers, directors, <br />7 employees and agents from and against any and all claims (including attorney's fees and reasonable <br />8 expenses for litigation or settlement) for any loss or damages, bodily injuries, including death, worker's <br />9 compensation subrogation claims, damage to or loss of use of property alleged to be caused by the <br />10 negligent acts, omissions or willful misconduct by CITY, its officers, directors, employees or agents in <br />11 connection with or arising out of the performance of this Agreement. <br />12 ARTICLE 4. DELEGATED AUTHORITY <br />13 The actions required to be taken by CITY in the implementation of this Agreement are <br />14 delegated to its Director of Public Works or his designee and the actions required to be taken by <br />15 AUTHORITY in the implementation of this Agreement are delegated to its Chief Executive Officer. <br />16 ARTICLE 5. AUDIT AND INSPECTION <br />17 CITY shall maintain a complete set of records in accordance with generally accepted <br />18 accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of <br />19 AUTHORITY to inspect and audit all work, materials, payroll, books, accounts and other data and <br />20 records of CITY for a period of four (4) years after final payment, or until any on -going audit is <br />21 completed. AUTHORITY shall also have the right to reproduce any such books, records and <br />22 accounts. Contracts with CITY's contractors shall include the above provision with respect to audits. <br />23 ARTICLE 6. IT IS MUTUALLY UNDERSTOOD AND AGREED: <br />24 All parties agree to the following mutual responsibilities regarding PROJECT: <br />25 <br />26 <br />Page 5of8 <br />25C -7 <br />