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(iii) Certificates and policies shall state that the policies s all not be canceled or reduced in coverage or changed in any ot er material aspect without thirty (30) days prior written notice to he City, ten (10) days notice if cancellation is due to non paymen of premium. e. If Consultant fails or refuses to produce or maintain the insuranc required by this section or fails or refuses to furnish the City with required p oof that insurance has been procured and is in force and paid for, the Ci shall have the right, at the City's election, to forthwith terminate this Agreeme t. Such termination shall not effect Consultant's right to be paid for its ti e and materials expended prior to notification of termination. Consultant waive the right to receive compensation and agrees to indemnify the City for any ork performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the ity, its officers, agents, employees, consultants, special counsel, and representati es from liability for personal injury, damages, just compensation, restitution, judi ial or equitable relief arising out of claims from personal injury, including healt , and claims for property damage, which may arise from the direct or indirect op rations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in ection 1 of this Agreement, to the extent the same are due to their negligence or ther wrongful conduct. The Consultant further agrees to indemnify, hold harm ess, and pay all costs for the defense of the City, including fees and costs for spe ial counsel to be selected by the City, regarding any action by a third party asserti g that personal injury, damages, just compensation, restitution, judicial or equit ble relief due to personal or property rights arises by reason of the terms of, or ef ects arising from this Agreement. City may make all reasonable decisions with re pect to its representation in any legal proceeding. 8. CONFIDENTIALITY If Consultant receives from the City information which due to th nature of such information is reasonably understood to be confidential and/or p oprietary, Consultant agrees that it shall not use or disclose such informati n except in the performance of this Agreement, and further agrees to exercise th same degree of care it uses to protect its own information of like importance, bu in no event less than reasonable care. "Confidential Information" shall include a I nonpublic information. Confidential information includes not only written 'nformation, but also information disclosed to either party by any subsidiary and/ r agent of the other party is covered by this Agreement.