SIEMENS INDUSTRY, INC. - 2013 - Laserfiche WebLink

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injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, 'including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services deseeibed'n section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution judicial or equitable relief is Clue by reason of the teams of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all clahns for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement, The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement; or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding: 7. CONFIDENTIALITY If Consultant receives from the City information which due to the nature bE such 'information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the perforinance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like impoitanco, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic informatioon. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to :any information that (a) has been disclosed in publicly available sources; (b) is; through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without all obligation of confidentiality; (d) is required to be disclosed by operation of law or (e) is independently developed by the Consultant without reference to information disclosed by the City. Consultant shall keep all medical information confidential and shall comply with all state and federal laws, including but not limited to, privacy laws including HIPPA. If Consultant becomes aware of a breach of security regarding confidential medical information obtained as a result of this Agreement, Consultant will notify City and the effected individual in writing immediately and no less than five (5) days thereafter, &. CONFLICT OFIINTEREST CLAUSE Consultant covenants that it presently has no interests and shall, not have interests; direct or indirect, which would conflict in any manner with performance of services specified under this Agreement,