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SERIAL 16154-RFP
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<br />4.2 If any action is taken by any state agency, Federal department or any other agency or
<br />instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection
<br />with, this Contract, County may amend, suspend, decrease, or terminate its obligations under, or in
<br />connection with, this Contract. In the event of termination, County shall be liable for payment
<br />only for services rendered prior to the effective date of the termination, provided that such services
<br />are performed in accordance with the provisions of this Contract. County shall give written notice
<br />of the effective date of any suspension, amendment, or termination under this Section, at least ten
<br />(10) days in advance.
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<br />5.0 DUTIES:
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<br />5.1 The Contractor shall perform all duties stated in Exhibit “B”, Task Order or as otherwise directed
<br />in writing by the Procurement Officer.
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<br />6.0 TERMS and CONDITIONS:
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<br />6.1 INDEMNIFICATION AND LIMITATION OF LIABILITY:
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<br />To the fullest extent permitted by law, and to the extent that claims, damages, losses or expenses
<br />are not covered and paid by insurance purchased by the Contractor, the Contractor shall defend
<br />indemnify and hold harmless the County (as Owner), its agents, representatives, agents, officers,
<br />directors, officials, and employees from and against all claims, damages, losses, and expenses
<br />(including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and
<br />attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from the
<br />negligence or willful misconduct relating to the performance of this Contract.
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<br />Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives,
<br />agents, officers, directors, officials, and employees shall arise in connection with any claim,
<br />damage, loss, or expense that is attributable to bodily injury, sickness, disease, death or injury to,
<br />impairment of, or destruction of tangible property, including loss of use resulting there from,
<br />caused by gross negligence or willful misconduct in the performance of this Contract, but only to
<br />the extent caused by the negligent acts or omissions of the Contractor, a subcontractor, any one
<br />directly or indirectly employed by them, or anyone for whose acts they may be liable, regardless
<br />of whether or not such claim, damage, loss, or expense is caused in part by a party indemnified
<br />hereunder.
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<br />The amount and type of insurance coverage requirements set forth herein will in no way be
<br />construed as limiting the scope of the indemnity in this paragraph.
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<br />The scope of this indemnification does not extend to the sole negligence of County.
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<br />CONTRACTOR WILL NOT BE LIABLE TO COUNTY FOR CONSEQUENTIAL DAMAGES,
<br />INCLUDING, WITHOUT LIMITATION, ANY INDIRECT, INCIDENTAL, SPECIAL,
<br />PUNITIVE, LIQUIDATED, EXEMPLARY, MORAL, OR CONSEQUENTIAL DAMAGES,
<br />EXPENSES, COST, PROFITS, LOST SAVINGS OR EARNINGS, LOST OR CORRUPTED
<br />DATA, OR OTHER LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT.
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<br />6.2 INSURANCE.
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<br />6.2.1 Contractor, at Contractor’s own expense, shall purchase and maintain the herein
<br />stipulated minimum insurance from a company or companies duly licensed by the State
<br />of Arizona and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of
<br />Arizona licensing, the stipulated insurance may be purchased from a company or
<br />companies, which are authorized to do business in the State of Arizona, provided that
<br />said insurance companies meet the approval of County. The form of any insurance
<br />policies and forms must be acceptable to County.
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<br />6.2.2 All insurance required herein shall be maintained in full force and effect until all work or
<br />service required to be performed under the terms of the Contract is satisfactorily
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