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responses collected by the Consultant from respondents participating in any surveys
<br /> conducted, pursuant to the terms of this Agreement, contain the respondents'
<br /> confidential and personally identifiable information and shall remain the property of
<br /> the Consultant.
<br /> 6. INSURANCE
<br /> Insurance requirements are attached hereto as Exhibit C.
<br /> 7. INDEMNIFICATION
<br /> Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers,
<br /> agents, employees,contractors, special counsel,and representatives from.liability: (1) for personal
<br /> injury, darnages,just compensation,restitution,judicial or equitable relief arising out of claims for
<br /> personal injury, including death, and claims for property damage, which may arise from the
<br /> negligent operations of the Consultant, its subcontractors, agents, employees, or other persons
<br /> acting on its behalf which relates to the services described in section I of this Agreement; and(2)
<br /> from any 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 and as a result of the
<br /> negligence, errors, or omissions of the Consultant. This indemnity and hold harmless agreement
<br /> applies to all claims for damages, just compensation, restitution, judicial or equitable relief
<br /> suffered, or 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 and as a result of the negligence,
<br /> errors, or omissions of the Consultant. The Consultant further agrees to indemnify,hold harmless,
<br /> and pay all costs for the defense of the City, including fees and costs for special counsel to be
<br /> selected by the City, regarding any action by a third party challenging the validity of this
<br /> Agreement, or asserting that personal injury, damages,just compensation,restitution,judicial or
<br /> equitable relief due to personal or property rights arises by reason of the terms of,or effects arising
<br /> from this Agreement and as a result of the negligence,errors,or omissions of the Consultant. City
<br /> may make all reasonable decisions with respect to its representation in any legal proceeding.
<br /> Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code
<br /> Section 2782.8,the above indemnity shall be limited,to the extent required by Civil Code Section
<br /> 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful
<br /> misconduct of the Consultant.
<br /> 8, INTELLECTUAL PROPERTY INDEMNIFICATION
<br /> Consultant shall defend and indemnify the City, its officers, agents, representatives, and
<br /> employees against any and all liability, including casts, for infringement of any United States'
<br /> letters patent,trademark,or copyright infringement, including costs, contained in the work product
<br /> or documents provided by Consultant to the City pursuant to this Agreement.
<br /> 9. RECORDS
<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
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