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DocuSign Envelope ID: B6D3B7DC-1A4B-446A-91 F7 -60525A51 D9D2 <br />2. Change Orders: <br />a. City's Contractor shall perform the work of Improvements in <br />accordance with the approved CI 5503 construction contract, and there <br />shall be no changes or deviations therefrom or additions thereto without <br />prior written consent of City and District. Necessary changes or additions to <br />Improvements not shown on the approved drawings, nor included in the <br />approved contract shall be approved in writing by City and District in a timely <br />manner prior to their being constructed or implemented, via change order. <br />b. City shall not be responsible for any extra costs incurred from <br />unauthorized or unapproved work that is not reflected in a change order <br />approved in writing. <br />3. Payment. District will reimburse City for the cost of District's share of <br />Improvements as required by the provisions of Section 3, along with any extra <br />charges incurred by approved change orders and/or incidental work required by <br />City. <br />a. If District owes City for its share of Improvement costs, as described <br />above, then District shall remit such sum to City within 20 business days of <br />invoice from City. <br />4. Prevailing Party Attorney's Fees. In any action, suit, or proceeding <br />arising from or out of this Agreement and/or to enforce or interpret the terms of this <br />Agreement, the prevailing party shall be entitled to recover all attorneys' fees <br />reasonably incurred on such proceeding and all court costs and collection costs, <br />whether incurred out of court, at trial, or on appeal. <br />5. Integrated Agreement. This Agreement constitutes the entire <br />Agreement of the parties hereto and it is expressly stipulated that this Agreement <br />supersedes all prior statements, representations, and discussions in connection <br />with the subject matter dealt with in this Agreement. <br />6. Notices. Any notice required to be given hereunder shall be deemed <br />to have been given by depositing said notice in the United States mail, postage <br />prepaid, and addressed as follows: <br />City: Michelle McCarty <br />Public Works Department <br />City of Thousand Oaks <br />2100 Thousand Oaks Boulevard <br />Thousand Oaks, CA 91362 <br />DPW: 850-20\mm\etm\H:\Council\2020\033120\2020 Pavement Overlay (Cl 5503) and Slurry (MI 2549) <br />Page 2 <br />