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CONTRACTORS/SUBCONTRACTORS/SUBGRANTEES
<br />A. GRANTEE will be entitled to make use of its own staff and such contractors, subcontractors,
<br />and subgrantees as are mutually acceptable to GRANTEE and DISTRICT. Any change in
<br />contractors, subcontractors, or subgrantees must be mutually acceptable to the parties.
<br />Immediately upon ternlination of any such contract, subcontract, or subgrant, GRANTEE
<br />shall notify DISTRICT.
<br />B. Nothing contained in this Agreement or otherwise, shall create any contractual relation
<br />between DISTRICT and any contractors, subcontractors, or subgrantees of GRANTEE, and
<br />no agreement with contractors, subcontractors, or subgrantees shall relieve GRANTEE of its
<br />responsibilities and obligations hereunder. GRANTEE agrees to be as fully responsible to
<br />DISTRICT for the acts and omissions of its contractors, subcontractors, and subgrantees and
<br />of persons either directly or indirectly employed by any of them as it is for the acts and
<br />omissions of persons directly employed by GRANTEE. GRANTEE's obligation to pay its
<br />contractors, subcontractors, and subgrantees is an independent obligation from DISTRICT'S
<br />obligation to make payments to GRANTEE. As a result, DISTRICT shall have no obligation
<br />to pay or to enforce the payment of any moneys to any contractor, subcontractor, or
<br />subgrantee.
<br />INDEMNIFICATION -GRANTEE agrees to indemnify, defend, and hold harmless DISTRICT,
<br />its officers, employees, agents, representatives, and successors-in-interest against any and all
<br />liability, demands, claims, costs, losses, damages, recoveries, settlements, and expenses
<br />(including reasonable attonley fees) that DISTRICT, its officers, employees, agents,
<br />representatives, and successors-in-interest may incur or be required to pay arising from the death
<br />or injury of any person or persons (including employees of GRANTEE), or from destruction of or
<br />damage to any property or properties, caused by or connected with the performance of this
<br />Agreement by GRANTEE, its employees, subcontractors, subgrantees, or agents.
<br />PAYMENT
<br />A. DISTRICT agrees to award GRANTEE a grant of forty thousand dollars ($40,000) for the
<br />activities described in Attachment A, Work Plan. This fee shall be payable in four (4)
<br />installments, as follows:
<br />i) $10,000 upon DISTRICT'S receipt of July 31, 2008 Progress Report and documentation
<br />of completion of deliverables attributed to that progress report as listed in Attachment A,
<br />Work Plan;
<br />ii) $10,000 upon DISTRICT'S receipt of December 31, 2008 Progress Report and
<br />documentation of completion of deliverables attributed to that progress report as listed in
<br />Attachment A, Work Plan;
<br />iii) $10,000 upon DISTRICT'S receipt of June 30, 2009 Progress Report and documentation
<br />of completion of deliverables attributed to that progress report as listed in Attachrneut A,
<br />Work Plan;
<br />iv) $10,000 upon DISTRICT'S receipt of the Final Report and documentation of completion
<br />of deliverables attributed to the Final Report as listed in Attachment A, Work Plan.
<br />B. GRANTEE shall carry out the work described on the Work Plan in accordance with the
<br />Payment Schedule, and stall obtain DISTRICT'S written approval of any changes or
<br />modifications to the Work Plan or the Payment Schedule prior to performing the changed
<br />work or incurring the changed cost. If GRANTEE fails to obtain such prior written approval,
<br />DISTRICT, at its sole discretion, may refuse to provide funds to pay for such work or costs.
<br />C. Payment will be made only to GRANTEE.
<br />AUTHORIZED REPRESENTATIVE -GRANTEE shall continuously maintain a representative
<br />vested with signature authority authorized to work with DISTRICT on all grant-related issues.
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<br />Contract No. 2008-109
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