Agmt 2015 Rails-to-Trails Conservancy Etc. (2)

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an in-depth feasibility analysis of the opportunities and constraints to constructing a multi-use trail through this unique watershed corridor. 2. The Parties shall provide direction to the development of the Master Plan, including: • Participating in project kickoff meeting and monthly project meetings • Preparing an RFP and selecting a consultant team to prepare the Master Plan • Convening Technical Advisory Committee and Citizen Advisory Committee meetings • Conducting Community Workshops and Focus Groups • Presenting the Final Master Plan to their respective City Councils 3. The Parties agree that the Master Plan process will include, but not be limited to, the following deliverables: • Agenda, list of contacts/participants, sign-in sheets, presentation materials, meeting notes, summary of public input, and digital photos • RFP, contract, invoices, and quarterly reports • Data collection and analysis • Base map preparation • Development and distribution of outreach materials • Draft Master Plan • Final Master Plan 4. Oakland and RTC will each provide invoice packages per Caltrans requirements to San Leandro for the allocated grant funds. 5. The Parties agree to continue working cooperatively towards the development of the Master Plan, including obtaining approvals, if applicable, from their respective governing bodies or authorized representative. Nothing in this MOU, however, shall be interpreted to require that the Parties' governing bodies commit, in advance, to approving any aspect of the Master Plan. 6. Nothing in this MOU is intended to, nor does, waive any regulatory authority of the Parties. 7. Indemnification. No Party, nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by the other Parties, their officers, employees, agents or its subcontractors under or in connection with any work, authority or jurisdiction conferred upon a Party under this MOU and the Fund Transfer Agreement No. 74A0834 with Caltrans. It is understood and agreed that each Party, its officers, employees, agents, or subcontractors shall fully defend, indemnify and save harmless the other Parties and all of their officers and