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b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, VENDOR, if VENDOR has any employees, is required to be insured against Liability for worker's compensation or to undertake self-insurance. Prior to commencing the perfo Imance of the work under this AGREEMENT, VENDOR agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. The following requirements apply to the insurance to be provided by VENDOR pursuant to this section: (i) VENDOR shall maintain all insurance required above in full force and effect for the entire period covered by this AGREEMENT. (ii) Certificates of insurance shall be furnished to the City upon execution of this AGREEMENT. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. d. If VENDOR fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this AGREEMENT. Such termination shall not affect VENDOR's right to be paid for its time and materials expended prior to notification of termination. VENDOR waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION VENDOR agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, VENDORS, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the VENDOR or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this AGREEMENT. 7. CONFIDENTIALITY If VENDOR receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, VENDOR agrees that it shall not use or disclose such information except in the perfomlance of this AGREEMENT, and farther agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. " Confidential Information" shall 51