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under federal law (the Davis-Bacon Act, 40 U.S.C. Section 3141, et seq., and
<br />the regulations promulgated thereunder set forth at 29 CFR Part 1
<br />(collectively, "Davis-Bacon")) and California law (Labor Code Section 1720,
<br />et seq.). The parties acknowledge that a financing structure utilizing Project
<br />Based Section 8 vouchers may trigger a requirement to pay prevailing wages
<br />and comply with Davis-Bacon, as may other federal and/or state funding
<br />sources and financing scenarios trigger compliance with applicable state and
<br />federal prevailing wage laws and regulations. The applicability of federal,
<br />state and local prevailing wage laws will be triggered by the final financing
<br />structure and sources of funding of the Project, as approved by the Executive
<br />Director pursuant to Section 311.
<br />"Vista Del Rio shall be solely responsible, expressly or impliedly, for
<br />determining and effectuating compliance with all applicable federal, state and
<br />local public works requirements, prevailing wage laws, labor laws and
<br />standards, and Agency, City, and Authority make no representation, either
<br />legally and/or financially, as to the applicability or non-applicability of any
<br />federal, state and local laws to the Project or any part thereof, either onsite or
<br />offsite. Vista Del Rio expressly, knowingly and voluntarily acknowledges
<br />and agrees that Agency, City, and Authority have not previously represented
<br />to Vista Del Rio or to any representative, agent or Affiliate of Vista Del Rio,
<br />or its Contractor or any subcontractor(s) for the construction or development
<br />of the Project, in writing or otherwise, in a call for bids or otherwise, that the
<br />work and construction undertaken pursuant to this Agreement is (or is not) a
<br />"public worl{," as defined in Section 1720 of the Labor Code or under
<br />Davis-Bacon.
<br />"Vista Del Rio knowingly and voluntarily agrees that Vista Del Rio shall
<br />have the obligation to provide any and all disclosures or identifications as
<br />required by Labor Code Section 1781 and/or by Davis-Bacon, as the same
<br />may be amended from time to time, or any other similar law or regulation.
<br />Vista Del Rio shall indemnify, protect, pay for, defend (with legal counsel
<br />acceptable to Agency, City and Authority) and hold harmless the Agency,
<br />City, and Authority, and their elected and appointed officers, directors,
<br />employees and agents, from and against any and all loss, liability, damage,
<br />claim, cost, expense and/or "increased costs" (including reasonable attorneys
<br />fees, court and litigation costs, and fees of expert witnesses) which, in
<br />connection with the development, construction (as defined by applicable law)
<br />and/or operation of the Project, including, without limitation, any and all
<br />public works (as defined by applicable law), results or arises in any way from
<br />any of the following: (i) the noncompliance by Vista .Del Rio of any
<br />applicable local, state and/or federal law or regulation, including, without
<br />limitation, any applicable federal and/or state labor laws or regulations
<br />(including, without limitation, if applicable, the requirement to pay state
<br />and/or federal prevailing wages); (ii) the implementation of Section 1781 of
<br />the Labor Code and/or by Davis Bacon, as the same may be amended from
<br />time to time, or any other similar law or regulation; and/or (iii) failure by
<br />Vista Del Rio to provide any required disclosure or identification as required
<br />by Labor Code Section 1781 and/or by Davis Bacon, as the same may be
<br />DOCSOC/1475220v4/200272-0004 ~ 3 0~~
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