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(1) Consultant shall maintain all insurance required above in full force and
<br />effect for the entire period covered by this Agreement, Certificates of
<br />Insurance shall be furnished to the City upon execution of this Agreement
<br />and shall be approved in form by the City.
<br />(ii) Certificates and policies shall state that the policies shall not be canceled
<br />or reduced in coverage or changed in any other material aspect without
<br />thirty (30) days prior written notice to the City.
<br />e. If Consultant fails or refuses to produce or maintain the Insurance required by
<br />this section or fails or refuses to furnish the City with required proof that
<br />insurance has been procured and is in force and paid for, the City shall have the
<br />right, at the City's election, to terminate this Agreement. Such termination shall
<br />not affect Consultant's right to be paid for Its time and materials expended prior
<br />to notification of termination. Consultant waives the right to receive
<br />compensation and agrees to indemnify the City for any work performed prior to
<br />approval of insurance by the City.
<br />6. INDEMNIFICATION
<br />Consultant agrees to and shall indemnify, defend, and hold harmless the City, its
<br />officers, agents, employees, consultants, legal counsel, and representatives from liability for
<br />personal Injury, damages, just compensation, restitution, judicial or equitable relief arising out of
<br />claims: (1) for personal injury, including death, and claims for property damage, arising from the
<br />direct or indirect operations of the Consultant or Its contractors, subcontractors, agents,
<br />employees, or other persons acting on its behalf which relates to the services described in
<br />Section 1 of this Agreement; and (2) from any claim that personal Injury, damages, just
<br />compensation, restitution, judicial or equitable relief is due by reason of effects arising from this
<br />Agreement. This indemnity and hold harmless agreement applies to all claims for damages,
<br />just compensation, restitution, judicial or equitable relief suffered, or alleged to have been
<br />suffered, by reason of the events referred to in this Section. The Consultant further agrees to
<br />Indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs
<br />for legal counsel to be selected by the City, regarding any action by a third party asserting that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief due to
<br />personal or property rights arises by reason of the terms of, or effects arising from this
<br />Agreement. City may make all reasonable decisions with respect to Its representation in any
<br />legal proceeding.
<br />Consultant shall keep records and invoices in connection with the work to be performed
<br />under this Agreement. Consultant shall maintain complete and accurate records with respect to
<br />the costs incurred under this Agreement and any services, expenditures, and disbursements
<br />charged to the City for a minimum period of three (3) years, or for any longer period required by
<br />law, from the date of final payment to Consultant under this Agreement. All such records and
<br />invoices shall be clearly identifiable. Consultant shall allow a representative of the City to
<br />examine, audit, and make transcripts or copies of such records and any other documents
<br />created pursuant to this Agreement during regular business hours. Consultant shall allow
<br />inspection of all work, data, documents, proceedings, and activities related to this Agreement for
<br />a period of three (3) years from the date of final payment to Consultant under this Agreement.
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