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(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 by the
<br />Consultant without thirty (3 0) days prior written notice to the City.
<br />f. If Consultant fails or refuses to produce or maintain the insurance required by this
<br />section or fails or refuses to famish the City with required proof that insurance has been
<br />procured and is in force and paid for, the City shall have the right, at the City's election,
<br />to forthwith terminate this Agreement. Such termination shall not affect Consultant's
<br />right to be paid for its time and materials expended prior to notification of termination.
<br />Consultant waives the right to receive compensation and agrees to indemnify the City for
<br />any work performed prior to approval of insurance by the City.
<br />8. INDEMNIFICATION
<br />Consultant agrees to and shall indemnify and hold harnless the City, its officers, agents,
<br />employees, consultants, special counsel, and representatives from liability: (1) for personal
<br />injury, damages, just compensation, restitution, judicial or equitable relief wising out of claims
<br />for personal injury, including death, and claims for property damage, which may arise from the
<br />negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or
<br />other persons acting on their behalf which relates to the services described in section 1 of this
<br />Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement
<br />to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is
<br />caused by the negligence of the Consultant. This indemnity and hold harmless agreement applies
<br />to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or
<br />alleged to have been suffered, by reason of the events referred to in this Section or by reason of
<br />the terms of, or effects, arising from this Agreement. In no case will Consultant be required to
<br />indemnify or hold harmless the City from injury, damages, just compensation, restitution,
<br />judicial or equitable relief caused by the negligence of the City. City may make all reasonable
<br />decisions with respect to its representation in any legal proceeding.
<br />CONFIDENTIALITY
<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,
<br />and further agrees to exercise the same degree of care it uses to protect its own information of
<br />like importance, but in no event less than reasonable care. "Confidential Information" shall
<br />include all nonpublic information. Confidential information includes not only written
<br />information, but also information transferred orally, visually, electronically, or by other means.
<br />Confidential information disclosed to either party by any subsidiary and /or agent of the other
<br />party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure
<br />shall riot apply to any information that (a) has been disclosed in publicly available sources; (b) is,
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