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e. Special Events Coverage. Special events coverage is available and can be <br />purchased by Vendor. Use this link to learn more: <br />httns://2sl2arta.com/selip_appli cation.phhp <br />f. Special Risks or Circumstances. City reserves the right to modify these <br />requirements, including limits, based on the nature of therisk, prior experience, <br />insurer, coverage, or other special circumstances. <br />8. INDEMNIFICATION <br />Vendor agrees to defend, and shall indemnify and hold harmless the City, its officers, <br />agents, employees, contractors, special counsel, and representatives from liability: (1) for personal <br />injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for <br />personal injury, including death, and claims for property damage, which may arise from the <br />negligent operations of the Vendor or its subcontractors, agents, employees, or other persons acting <br />on their behalf which relates to the services described in section 1 of this Agreement; and (2) from <br />any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief <br />is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold <br />harmless agreement applies to all claims for damages, just compensation, restitution, judicial or <br />equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in <br />this Section or by reason of the terms of, or effects, arising from this Agreement. The Vendor <br />further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including <br />fees and costs for special counsel to be selected by the City, regarding any action by a third party <br />challenging the validity of this Agreement, or asserting that personal injury, damages, just <br />compensation, restitution, judicial or equitable relief due to personal or property rights arises by <br />reason of the terms of, or effects arising from this Agreement. City may make all reasonable <br />decisions with respect to its representation in any legal proceeding. Notwithstanding the <br />foregoing, to the extent Vendor's services are subject to Civil Code Section 2782.8, the above <br />indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise <br />of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Vendor. <br />9. INTELLECTUAL PROPERTY INDEMNIFICATION <br />Vendor shall defend, indemnify and hold harmless the City, its officers, agents, <br />representatives, and employees against any and all liability, including costs, and attorney's fees, <br />for infringement of any United States' letters patent, trademark, or copyright contained in the work <br />product or documents provided by Vendor to the City pursuant to this Agreement. <br />10. RECORDS <br />Vendor shall keep records and invoices in connection with the work to be performed <br />under this Agreement. Vendor shall maintain complete and accurate records with respect to the <br />costs incurred corder this Agreement and any services, expenditures, and disbursements charged to <br />the City for a minimum period of three (3) years, or for any longer period required by law, from <br />the date of final payment to Vendor tinder this Agreement. All such records and invoices shall be <br />clearly identifiable. Vendor shall allow a representative of the City to examine, audit, and make <br />Page 5 of 9 <br />