Laserfiche WebLink
c. If Sponsor 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 Sponsor's right to be paid for its <br />time and materials expended prior to notification of termination. Sponsor 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 />6. INDEMNIFICATION <br />To the fullest extent permitted by law, Sponsor shall indemnify, defend and hold <br />harmless City, its officers, agents and employees (collectively, the "indemnified parties'from <br />and against any and all claims (including, without limitation, claims for bodily injury, death or <br />damage to property), demands, obligations, damages, actions, causes of action, suits, losses, <br />judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, <br />attorney's fees, disbursements and court costs) of every kind and nature whatsoever <br />(individually, a claim; collectively, "claims"), which may arise fi-om or in any manner related <br />(directly or indirectly) to any work performed or services provided under this Agreement <br />(including, without limitation, defects in workmanship and/or materials) or Sponsor's presence <br />or activities conducted performing the work (including the negligent and/or willful acts, errors <br />and/or omissions of Sponsor, its principals, officers, agents, employees, vendors, suppli m, <br />contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose <br />acts, they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein <br />shall be construed to require Sponsor to indemnify the indemnified parries from any claim <br />arising from the sole negligence or willful misconduct of the indemnified parties. This indemnify <br />shall apply to all claims and liability regardless of whether any insurance policies are applicable. <br />The policy limits do not act as a limitation upon the amount of indemnification to be provided by <br />the Sponsor. <br />7. CONFIDENTIALITY <br />If Sponsor receives from the City information which due to the nature of such <br />information is reasonably understood to be confidential and/or proprietary, Sponsor agrees that it <br />shall not use or disclose such information except in the performance of this Agreement and <br />further agrees to exercise the same degree of care it uses to protect its own infirmiation of like <br />importance, but in no event less than reasonable care. "Confidential Information" shall include <br />all nonpublic information. Confidential information includes not only written information, but <br />also information transferred orally, visually, electronically, or by other means. Confidential <br />information disclosed to either party by any subsidiary and/or agent of the other party is covered <br />by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to <br />any information that (a) has been disclosed in publicly available sources; (b) is, through no fault <br />of the Sponsor disclosed in a publicly available source; (c) is in, rightful possession of the <br />Sponsor without an obligation of confidentiality; (d) is required to be disclosed by operation of <br />law; or (e) is independently developed by the Sponsor withoutieference to information disclosed <br />by the City. <br />