|
(i) Sentry shall maintain all insurance required above in full force and effect
<br />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 without
<br />thirty (30) days prior written notice to the City.
<br />e. If Sentry 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
<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 effect Sentry's right to
<br />be paid for its time and materials expended prior to notification of termination. Sentry
<br />waives the right to receive compensation and agrees to indemnify the City and County for
<br />any work performed prior to approval of insurance by the City.
<br />8. INDEMNIFICATION
<br />Sentry agrees to and shall indemnify and hold harmless the City, the County, and
<br />their elective and appointed officials, officers, employees, agents, contractors, and
<br />representatives, from liability for personal injury, damages, just compensation,
<br />restitution, judicial or equitable relief arising (1) out of claims for personal injury,
<br />including health, and claims for property damage, which may arise from the direct or
<br />indirect operations of Sentry or its contractors, subcontractors, agents, employees, or
<br />other persons acting on their behalf which relates to the services described in section 1 of
<br />this Agreement; and (2) from any claim that personal injury, damages, just compensation,
<br />restitution, judicial or equitable relief is due by reason of the terms of or effects arising
<br />from this Agreement. This indemnity and hold harmless agreement applies to all claims
<br />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
<br />reason of the terms of, or effects, arising from this Agreement. Sentry further agrees to
<br />indemnify, hold harmless, and pay all costs for the defense of the City and the County,
<br />including fees and costs for special counsel to be selected by the City, regarding any
<br />action by a third party asserting that personal injury, damages, just compensation,
<br />restitution, judicial or equitable relief due to personal or property rights arises by reason
<br />of the terms of, or effects arising from this Agreement. City and County, each may make
<br />all reasonable decisions with respect to its representation in any legal proceeding.
<br />9. CONFIDENTIALITY
<br />If any party receives from another party, information which due to the nature of
<br />such information is reasonably understood to be confidential and/or proprietary, the
<br />receiving party agrees that it shall not use or disclose such information except in the
<br />performance of this Agreement, and further agrees to exercise the same degree of care it
<br />uses to protect its own information of like importance, but in no event less than
<br />5
<br />
|