DOG DEALERS, INC. 2 -2006 - Laserfiche WebLink

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(ii) Cettificates of insurance shall be furnished to the City upon exccution of this Agreement and shall be approved in form by the City Attorney. (iji) Ccrtificates and polieics shall state that the policies shall not he canceled or reduced in l:overage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to rurnish the City with required proof that insurance has bcen 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 effect Consultant's right to be paid It" its time and materials expemled prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City filf any work perlormed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its onJeers, agents. employecs, consultants, special counsel. and representatives Irom liability for personal injury, damages. just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for propetty damage, which may arise from the direct or indirect operatiuns of the Consultant or its contractors, subcontractors. agents. employees, or other persons acting on their behalf \vhich relates to the servil:es described in section I of this Agreement. The Consultant further agrees to indemnify, hold harnlless, and pay all costs for the defcnse of the City, including fees and costs ror special counsel to be se1cctcd by the City, regarding any action by a third party asselting that personal injury, damages, just compensation. restitution. judicial or equitable relief due to personal or property rights arises by reason of the terms oC or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY 1 r Consultant receives Irom the City information which due to the nature of such inlcmnation is reasonably understood to be confidential and/or pruprietary. Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, hut in no event less than reasonable care. "Confidential Information" shall include all nonpublie information. Confidential information includes not only written information, but also information transferrcd orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agcnt of the other party is covered by this Agreement. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests. direct or indirect which would contliet in any manner with perlorrnancc of services spcci fled under this Agreement. 3