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Agreement No <br />B. The City will obtain approval of the Executive Director before making any major <br />changes in the design and/or operation of the lighting system as designed or before <br />the removal of any part of the installation except for the purpose of replacement <br />where identical or accepted equivalent equipment to that originally installed is used. <br />Article 3. GENERAL <br />A. This Agreement shall remain in force for a period of two years from the date that <br />maintenance and operation responsibilities are first assumed by the City and shall <br />be automatically renewed for two-year periods unless modified by mutual agreement <br />by both parties. <br />B. The State will not incur any financial obligation to the City as a result of the <br />Agreement. <br />C. This Agreement may be terminated sixty (60) days after the filing of a written notice <br />by either party of a desire for cancellation. The State reserves the right to remove <br />the lighting system upon cancellation of the Agreement. <br />D. If the City does not maintain and operate the lighting system in a satisfactory <br />manner, the State reserves the right to either arrange for maintenance at the <br />expense of the City or to remove the lighting system. Should the lighting system be <br />removed due to lack of maintenance, the City hereby agrees to reimburse the State <br />for the cost of removal. <br />E. Should disputes arise as to the parties' obligations under this Agreement, the State's <br />decision shall be final and binding. <br />F. The City shall comply with all federal, state, and local laws, statutes, ordinances, <br />rules and regulations, and the orders and decrees of any court, or administrative <br />bodies or tribunals in any matter affecting the performance of this Agreement. <br />G. Changes in time frame, character, cost, or obligations authorized herein shall be <br />enacted by written amendment. Any amendment to this Agreement must be <br />executed by both parties within the contract period. <br />H. This Agreement shall bind, and shall be for the sole and exclusive benefit of the <br />respective parties and their legal successors. The City shall not assign or transfer <br />its interest in this Agreement without written consent of the State. <br />I. In case any one or more of the provisions contained in this Agreement shall, for any <br />reason, be held invalid, illegal, or unenforceable in any respect, such invalidity, <br />illegality, or unenforceability shall not affect any other provision thereof and this <br />Agreement shall be construed as if such invalid, illegal, or unenforceable provision <br />had never been contained herein. <br />J. This Agreement constitutes the sole and only agreement for lighting at the location <br />described herein of the parties hereto and supersedes any prior understandings or <br />written or oral agreement between the parties respecting within subject matter. <br />K. At the request of the State, the City shall submit any information required by the <br />State in the format directed by the State. <br />Article 4. INDEMNIFICATION <br />The City acknowledges that it is not an agent, servant, or employee of the State and, <br />thus, is responsible for its own acts and deeds and for those of its agents or employees <br />during the performance of the work defined in this agreement. <br />CITY OF LA PORTE Page 2 of 3 PEDESTRIAN LIGHTING ALONG BROADWAY <br />