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i 2. maintain ownership and maintenance responsibilities for all of the <br />proposed improvements of PROJECT, including vegetation and landscpaing, and <br />will hold DISTRICT harmless from those responsibilities. <br />3. provide DISTRICT with permanent access easements in the public right <br />of way. <br />4. provide DISTRICT with a separate Access Agreement. <br />DISTRICT agrees to: <br />1. provide financial assistance to CITY in an amount of $91,448.00 <br />(Ninety-one Thousand Four Hundred Forty-eight Dollars). <br />2. coordinate as necessary with CITY and its representatives for <br />providing the funding described in this Agreement. <br />C. TERMS AND CONDITIONS OF PAYMENT: <br />DISTRICT shall pay CITY for carrying out activities described under <br />"Scope of Work" of this Agreement and Payment, Exhibit "A" attached hereto, a <br />lump sum amount not to exceed $91,448.00 (Ninety-one Thousand Four Hundred <br />Forty-eight Dollars). <br />Payment shall be made upon: <br />1. completion of all construction as described in said "Scope of <br />Work", and based on the completion of the various tasks involved <br />per the attached Exhibit "A", <br />2. City's submittal of PROJECT Record Drawings to DISTRICT, <br />3. execution of a satisfactory Access Agreement between CITY and <br />DISTRICT, <br />4. dedication of permanent access easements to DISTRICT by CITY, and <br />5. upon submission of a completed invoice by CITY. <br />Payment to CITY by DISTRICT shall be made within 60 (sixty) days based <br />on final accounting at the completion of PROJECT and upon receipt of an <br />invoice from CITY reflecting the final amount. <br />D. CITY and DISTRICT MUTUALLY AGREE: <br />1. This Agreement shall continue in full force and effect until the <br />completion of services within the specified monetary limits, or as such limits <br />are amended, as hereinabove provided, and the payment of all monies due <br />hereunder. <br />2. This Agreement may be terminated and the provisions contained herein <br />may be altered, changed, or amended by written agreement. If the conditions <br />contained herein are not complied with by CITY, DISTRICT may terminate <br />agreement without incurring any liability to CITY, by written notice to CITY. <br />If the conditions contained herein are not complied with by DISTRICT, CITY may <br />terminate agreement without incurring any liability to DISTRICT, by written <br />notice to DISTRICT. <br />3. CITY shall grant DISTRICT the easements described in Exhibit "6" <br />