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Cly of Sunny Isles Beach 18070 Collins Avenue, Swuty Isles Beacb, Florida 33160 `(305) 947.0606 phone (305) 949.3113 Fax losses and expenses (iacluding but not limited to attorney's fees, arbitration costs, and costs of appellate proceedings) relating to, arising out of or resulting from the Consultant's negligent acts, errors, mistakes or omissions relating to professional services in the performance of this Agreement. The Consultant's duty to defend, hold harmless and indemnify the City, its agents, representatives, officers, directors, officials and employees shall arise in Connection with any claim, damage, loss or expense that is attributable to bodily injury; sickness; disease; death; or injury to impairment, or destruction of tangible property including loss of useresulting therefrom, caused by any negligent acts, errors, mistakes or omissions related to professional services in the performance of this Agreement including arty person for wbose acts, errors, tui stakes or omissions the Consultant may be legally liable. The parties agree that One hundred Dollars ($100.00) represents specific consideration to the Consultant for the indemnification set forth in this Agreement. 17. COMPLIANCE WLM LAW. Consultant shall comply with all laws, regulalioas and ordinances of any federal, state, or local governmental authority having jurisdiction with respect to this Agteement("Applicab)e Laws') and shall,obtain and maintain any and all material permits, licenses, approvals and consents necessary for the lawful conduct of the activities contemplated under this Agreement. I B.' CONi?LICTING PROVISIONS. The terms and conditions in this Agreement supersede any other conflicting provisions that arc contained in any other document, including but not limited to Attachment "A" 19. MISCELLANEOUS. A. In the event any provision of this Agreement is found to be void and unenforceable by a court of compcteat jurisdiction, the remaining provisions of this Agreement shall nevertheless be binding upon the parties with the same effect as though the void or unenforceable provisions had been severed and deleted. B. This Agreement may be executed in multiple Identical counterparts, each of which shall be deemed an original for all purposes. C. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral and written negotiations, commitments, agreements and understandings relating hereto. D. Any modification of this Agreement shall be effective only if in writing and signed by the parties to this Agreement. E. No waiver of any provision of this Agreement shall be valid or enforceable unless such waiver is in writing and signed by the party granting such waiver. 06335-1617-001 SEA DIVERSIFIED. INC.