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XI.
<br />Contractor's Liability
<br />Acceptance of the final work by the CITY shall not constitute nor be deemed a release of the
<br />responsibility and liability of CONTRACTOR, its employees, associates, agents or CONTRACTORs for
<br />the acceptable completeness of the work; nor shall such acceptance be deemed an assumption of
<br />responsibility by CITY for any defect in the work; nor shall such acceptance be deemed an assumption
<br />of responsibility by CITY for any defect in the work prepared by said CONTRACTOR, its employees,
<br />associates, agents or subcontractors.
<br />XII.
<br />INDEMNIFICATION
<br />CONTRACTOR DOES HEREBY COVENANT AND CONTRACT TO WAIVE ANY AND
<br />ALL CLAIMS, AND TO RELEASE, INDEMNIFY, AND HOLD HARMLESS THE CITY, ITS CITY
<br />COUNCIL, OFFICERS, EMPLOYEES, AND AGENTS, IN BOTH THEIR PUBLIC AND PRIVATE
<br />CAPACITIES, FROM AND AGAINST ALL LIABILITY, CAUSES OF ACTION, CITATIONS,
<br />CLAIMS, COSTS, DAMAGES, DEMANDS, EXPENSES, FINES, JUDGMENTS, LOSSES,
<br />PENALTIES OR SUITS, WHICH IN ANY WAY ARISE OUT OF, RELATE TO, OR RESULT
<br />FROM CONTRACTOR'S PERFORMANCE UNDER THIS CONTRACT AND WHICH ARE
<br />CAUSED BY THE INTENTIONAL WRONGFUL ACTS OR NEGLIGENT ACTS OR OMISSIONS
<br />OF CONTRACTOR OR CONTRACTOR'S SUBCONTRACTORS AND THE OFFICERS, AGENTS
<br />OR EMPLOYEES OF EITHER CONTRACTOR OR CONTRACTOR'S SUBCONTRACTORS
<br />(THE "INDEMNIFIED ITEMS") SUBJECT TO THE LIMITATIONS IN TEXAS LOCAL
<br />GOVERNMENT CODE § 271.904 AND TEXAS CIVIL PRACTICE AND REMEDIES CODE, §
<br />130.002(B).
<br />BY WAY OF EXAMPLE, THE INDEMNIFIED ITEMS MAY INCLUDE PERSONAL
<br />INJURY AND DEATH CLAIMS AND PROPERTY DAMAGE CLAIMS, INCLUDING THOSE FOR
<br />LOSS OF USE OF PROPERTY, AS WELL AS INTELLECTUAL PROPERTY INFRINGEMENT
<br />OR FAILURE TO PAY A SUBCONTRACTOR OR SUPPLIER.
<br />INDEMNIFIED ITEMS SHALL INCLUDE REASONABLE ATTORNEYS' FEES AND
<br />COSTS, COURT COSTS, AND SETTLEMENT COSTS. INDEMNIFIED ITEMS SHALL ALSO
<br />INCLUDE ANY EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES,
<br />INCURRED BY AN INDEMNIFIED INDIVIDUAL OR ENTITY IN ATTEMPTING TO ENFORCE
<br />THIS INDEMNITY.
<br />XIII.
<br />Independent Contractor
<br />CONTRACTOR's status shall be that of an Independent Contractor and not an agent, servant,
<br />employee or representative of CITY in the performance of this Contract. No term or provision of or act
<br />of CONTRACTOR or CITY under this Contract shall be construed as changing that status.
<br />CONTRACTOR will have exclusive control of and the exclusive right to control the details of the work
<br />performed hereunder, and shall be liable for the acts and omissions of its officers, agents, employees,
<br />contractors, subcontractors and engineers and the doctrine of respondeat superior shall not apply as
<br />between CITY and CONTRACTOR, its officers, agents, employees, contractors, subcontractors and
<br />engineers, and nothing herein shall be construed as creating a partnership or joint enterprise between
<br />CITY and CONTRACTOR. CITY and CONTRACTOR shall not be construed to be in any type of joint
<br />venture with respect to the scope of work set forth in this Contract.
<br />XIV.
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