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SECTION 27. AMENDMENT
<br />This Contract may be amended at any time by mutual written agreement of the Parties and the
<br />DWR.
<br />SECTION 28. SAWPA REVIEWS: SUB -GRANTEE AS INDEPENDENT
<br />CONTRACTOR
<br />(A) The Parties agree that review or approval of the Project or Project plans and
<br />specifications by SAWPA is for administrative and eligibility purposes only and does not relieve
<br />the Sub -Grantee of its responsibility to properly plan, design, construct, operate, and maintain
<br />the Project. As between SAWPA and the Sub -Grantee, the Sub -Grantee agrees that it has sole
<br />responsibility for proper planning, design, construction, operation, and maintenance of the
<br />Project.
<br />(B) The Sub -Grantee is an independent contractor exclusively responsible for the design,
<br />construction, operation and maintenance of the specific project funded by this Grant Funding
<br />Contract and that the Sub -Grantee is not acting as SAWPA's agent, nor is SAWPA acting as an
<br />agent of the Sub -Grantee.
<br />SECTION 29. INDEMNIFICATION
<br />(A) The Sub -Grantee shall defend, indemnify and hold and save SAWPA and DWR and
<br />their directors, commissioners, officers, employees, agents and assigns (collectively the
<br />"Indemnified Parties") free and harmless from any and all liabilities for any claims and damages
<br />(including inverse condemnation) that may arise out of the Project and the Grant Agreement,
<br />including but not limited to any claims or damages arising from planning, design, construction,
<br />maintenance, and/or operation of this Project and any breach of this Agreement. The Sub -
<br />Grantee shall require its contractors or subcontractors to name SAWPA, the State, its officers,
<br />agents and employees as additional insureds on their liability insurance for activities undertaken
<br />pursuant to this Sub -Agreement.
<br />(B) The Sub -Grantee understands and agrees that it has complied and will comply with
<br />CEQA and the State CEQA Guidelines for the project which is the subject matter of this Grant
<br />Funding Contract. Sub -Grantee understands and agrees that it is ultimately and solely
<br />responsible, as the lead agency, for compliance with CEQA and any mitigation measures
<br />required for the Project. The Sub -Grantee hereby agrees to indemnify, defend and hold
<br />harmless SAWPA and the DWR from any and all claims or actions related to this Project that
<br />may be made by any third party or public agency alleging, among other things, violations of
<br />CEQA or the State CEQA Guidelines.
<br />(C) The Sub -Grantee shall ensure that adequate insurance coverage is provided by Sub -
<br />Grantee and/or its contractors and subcontractors on the Project funded, in part, by this
<br />Contract. Such insurance shall include adequate coverage for comprehensive commercial
<br />general liability, business auto liability, workers compensation liability, professional and errors
<br />and omissions liability, property insurance, including all builders risk insurance. Such insurance
<br />coverage shall, at a minimum, insure against injuries to third parties, damage to property owned
<br />by third parties, physical damage to the Project and all related facilities, theft of building
<br />materials and supplies intended for the Project, delays in Project completion, delays in Project
<br />Completion due to strikes and governmental actions, liquidated damages, employee injuries and
<br />work -related illnesses, design errors resulting in increased project costs, environmental damage
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