|
Personal injury, including death, and claims for property damage, which may arise from the
<br />negligent operations of the Provider or its contractors, subcontractors, agents, employees, or
<br />other persons acting on theirbehalf which relates to the services described in Section I of this
<br />Agreement; and (2) from any claim that personal irliury, damages, just compensation, restitution,
<br />,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement,
<br />to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is
<br />caused by the negligence of the Provider, This indemnity and hold harmless agreement applies to
<br />all churns for damages, just compensation, restitution, judicial or equitable relief suffered, or
<br />alleged to have been suffered, by reason of the events referred to in this Section or by reason of
<br />tite termms of, or effects, arising from this Agreement, City may make all reasonable decisions
<br />with respect to its representation in any legal proceeding. City agrees to defend, and shall
<br />indemnify and bold harmless the Provider, its officers, agents, employees, special counsel, and
<br />representatives from liability for injury, damages, just compensation, restitution, judicial or
<br />equitable relief caused by the negligence of the City.
<br />7. CONFIDENTIALITY
<br />"Confidential Information" shall include all nonpublic information disolosed directly or
<br />indirectly by one party ("Disclosing Party,) to the other party ("Receiving Party") which due to
<br />the nature of such information is reasonably understood to be confidential and/or proprietary.
<br />Confidential information includes not only written information, but also information transferred
<br />orally, visually, electronically, or by other means. Confidential information disclosed to either
<br />party by any subsidiary and/or agent of the other party is covered by this Agreement. Neither party
<br />shall use the Confidential Information of the other party for any purpose except to exercise its
<br />rights and perform its obligations under this Agreement. Neither party shall disclose, or permit to
<br />be disclosed, either directly or indirectly, any Confidential information of the other party, except
<br />to employees of the Receiving Party with a need to know. Each party will lake reasonable
<br />measures to protect the secrecy of, and avoid disclosure and unauthorized use of, the Confidential
<br />Information of the other party, and will take at least those treasures that it takes to protect its own
<br />Confidential Information. The foregoing obligations of non-use and nondisclosure shall not apply
<br />to any information that (a) has been disclosed in publicly available sources; (b) is, through no fitult
<br />of the Parties disclosed in a publicly available source; (c) is in rightful possession of a Panty without
<br />an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is
<br />independently developed by a Party without reference to information disclosed by the other party.
<br />81 COVID-19 ASSUMPTION OF RISK AND NVAIVfeR
<br />Provider acknowledges that Provider could be exposed to persons that may have CO VID-
<br />19 providing services pursuant to this Agreement. Provider understands that interacting with any
<br />person currently comes with the inherent risk ofexposure to COVID-19 and that COVII)-19 is
<br />highly contagious, provider assumes the risks associated with providing services pursuant to this
<br />Agreement, namely potential exposure to COVID-19. Provider acknowledges that while some
<br />people have no symptoms or mild syrnptorns fiorn COVID-19, some: people have become seriously
<br />ill retluiring hospitalization and that some people have died ftom CWD-19. Provider
<br />acknowledges that persons over the age of 65 and persons with underlying health conditions are
<br />5
<br />
|