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City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
<br />(305) 947 -0606 phone (305) 949 -3113 Fax
<br />15. CONFLICT OF INTEREST. The Contractor agrees to adhere to and be governed by
<br />the Miami -Dade County Conflict of Interest Ordinance Section 2 -11.1, as amended; and by the
<br />City of Sunny Isles Beach Ordinance No. 99 -82, which are incorporated by reference herein as if
<br />fully set forth herein, in connection with the Agreement conditions hereunder. The Contractor
<br />covenants that it presently has no interest and shall not acquire any interest, directly or indirectly
<br />which should conflict in any manner or degree with the performance of Services under this
<br />Agreement. The Contractor ftirther covenants that in the performance of this Agreement, no
<br />person having any such interest shall knowingly be employed by the Contractor. The Contractor
<br />guarantees that he /she has not offered or given to any member of, delegate to the Congress of the
<br />United States, any or part of this contract or to any benefit arising therefrom.
<br />16. INDEMNIFICATION AND WAIVER OF LIABILITY. To the fullest extent
<br />permitted by law, and subject to the limits of liability set forth in Section 9 of the Contractor's
<br />"Testing and Evaluation Terms and Conditions ", a copy of which is attached hereto and
<br />incorporated hereby by reference as Attachment "A ", the Contractor agrees to indemnify and hold -
<br />harmless the City, its agents, representatives, officers, directors, officials and employees from any
<br />claims, liabilities, damages, losses and costs, including, but not limited to, reasonable attorney fees
<br />to the extent cause, in whole or in part, by the professional negligence, error or omission of the
<br />Contractor or persons employed or utilized by the Contractor in performance of Services under
<br />this Agreement.
<br />Contractor shall at all times hereafter indemnify, hold harmless and, at the City's option, defend
<br />or pay for an attorney selected by the City to defend City, its agents, representatives, officers,
<br />directors, officials and employees from and against any and all causes of action, demands, claims,
<br />losses, liabilities and expenditures of any kind, including attorney fees, court costs, and expenses,
<br />caused or alleged to be caused by the intentional or negligent act of, or omission of Contractor,
<br />including those of their employees, agents, servants, or officers, or accruing, resulting from, or
<br />directly related to the subject matter of this Agreement including, without limitation, any and all
<br />claims, losses, liabilities, expenditures, demands or causes of action of any nature whatsoever
<br />resulting from injuries or damages sustained by any person or property. In the event any lawsuit
<br />or other proceeding is brought against City by reason of any such claim, cause of action or demand,
<br />Contractor shall, upon written notice from City, resist and defend such lawsuit or proceeding by
<br />counsel satisfactory to City. The provisions and obligations of this section shall survive the
<br />expiration or earlier termination of this Agreement. To the extent considered necessary by City,
<br />any sum due Contractor under this Agreement may be retained by City until all of City's claims
<br />for indemnification pursuant to this Agreement have been settled or otherwise resolved; and any
<br />amount withheld shall not be subject to payment of interest by City. The parties agree that One
<br />Hundred Dollars ($100.00) represents specific consideration to the Contractor for the
<br />indemnification set forth in this Agreement.
<br />17. COMPLIANCE WITH LAW. Contractor shall comply with all laws, regulations and
<br />ordinances of any federal, state, or local governmental authority having jurisdiction with respect
<br />to this Agreement ( "Applicable Laws ") and shall obtain and maintain any and all material permits,
<br />licenses, approvals and consents necessary for the lawful conduct of the activities contemplated
<br />under this Agreement.
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