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<br />d. The following requirements apply to the insurance to be provided by Consultant
<br />pursuant to this section:
<br />
<br />(i) Consultant shall maintain all insurance required above in full force and
<br />effect for the entire period covered by this Agreement.
<br />(ii) Certificates of insurance shall be furnished to the City upon execution of
<br />this Agreement and shall be approved in form by the City Attorney.
<br />(iii) Certificates and policies shall state that the policies shall not be canceled
<br />or reduced in coverage or changed in any other material aspect without
<br />thirty (30) days prior written notice to the City.
<br />
<br />e. If Consultant fails or refuses to produce or maintain the insurance required by this
<br />section or fails or refuses to furnish the City with required proof that insurance has been procured
<br />and is in force and paid for, the City shall have the right, at the City's election, to forthwith
<br />terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its
<br />time and materials expended prior to notification of termination. Consultant waives the right to
<br />receive compensation and agrees to indemnify the City for any work performed prior to approval
<br />of insurance by the City.
<br />
<br />6. INDEMNIFICATION
<br />
<br />Except to the extent resulting from the negligent acts or omissions of City, its officers,
<br />employees, agents, volunteers and representatives, Consultant agrees to and shall indemnify and
<br />hold harmless the City, its officers, agents, employees, consultants, special counsel, and
<br />representatives from liability: (I) for personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief arising out of claims for personal injury, including health, and claims
<br />for property damage, which may arise from the direct or indirect operations of the Consultant or
<br />its contractors, subcontractors, agents, employees, or other persons acting on their behalf which
<br />relates to the services described in section 1 of this Agreement; and (2) from any claim that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief is due by
<br />reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless
<br />agreement applies to all claims for damages, just compensation, restitution, judicial or equitable
<br />relief suffered, or alleged to have been suffered, by reason of the events referred to in this
<br />Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant
<br />further agrees to indemnify, hold harmless, and pay all costs for the defense of the City,
<br />including fees and costs for special counsel to be selected by the City, regarding any action by a
<br />third party challenging the validity of this Agreement, or asserting that personal injury, damages,
<br />just compensation, restitution, judicial or equitable relief due to personal or property rights arises
<br />by 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.
<br />*unless due to the negligent acts or omissions of City, its officers, employees, agents,
<br />7. CONFIDENTIALITY volunteers and representatives~ 1-"1'
<br />
<br />If Consultant receives from the City information which due to the nature of such
<br />information is reasonably understood to be confidential and/or proprietary, Consultant agrees
<br />that it shall not use or disclose such information except in the performance of this Agreement,
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