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claim that personal injury, damages, just compensation, restitution, judicial or equitable <br />relief is due by reason of the terms of or effects arising from this Agreement, to the extent <br />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 <br />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. City may <br />matte all reasonable decisions with respect to its representation in any legal proceeding. <br />In no case will Consultant be required to indemnify or hold harmless the City from <br />injury, damages, just compensation, restitution, judicial or equitable relief caused by the <br />negligence of the City. <br />S. LAWS AND REGULATIONS <br />Consultant shall keep itself fully informed of and in compliance with all local, <br />state and federal laws, rules and regulations in any manner affecting the performance of <br />the Project or the services and shall give all notices required by law. Consultant shall be <br />liable for all violations of such laws and regulations in connection with services. If the <br />Consultant performs any work knowing it to be contrary to such laws, rules and <br />regulations and without giving written notice to the City, Consultant shall be solely <br />responsible for all costs arising wherefrom. Consultant shall defend, indemnify and hold <br />City, its officials, directors, officers, employees and agents free and harmless, pursuant to <br />the indemnification provisions of this Agreement, from any claim or liability arising out <br />of any failure or alleged failure to comply with such laws, rules or regulations. <br />9. 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 <br />agrees that it shall not use or disclose such information except in the performance of this <br />Agreement, and further agrees to exercise the same degree of care it uses to protect its <br />own information of like importance, but in no event less than reasonable care. <br />"Confidential Information" shall include all nonpublic information. Confidential <br />information includes not only written information, but also information transferred orally, <br />visually, electronically, or by other means. Confidential information disclosed to either <br />party by any subsidiary and /or agent of the other party is covered by this Agreement. <br />The foregoing obligations of non -use and nondisclosure shall not apply to any <br />information that (a) has been disclosed in publicly available sources; (b) is, through no <br />fault of the Consultant disclosed in a publicly available source; (c) is in rightful <br />possession of the Consultant without an obligation of confidentiality; (d) is required to be <br />disclosed by operation of law; or (e) is independently developed by the Consultant <br />without reference to information disclosed by the City, <br />Page 4 of 8 <br />25G -36 <br />