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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 />CUSTODIAN OF PUBLIC RECORDS AT (305) 792-1703, CityClerk@sibfl.net, 18070
<br />Collins Avenue, 4th Floor, Sunny Isles Beach, Florida 33160.
<br />15. AUDIT. The Contractor shall make available to the City or its representative all required
<br />financial records associated with the Agreement for a period of three (3) years.
<br />16. CONFLICT OF INTEREST. The Contractor agrees to adhere to and be governed by the
<br />Miami -Dade County Conflict of Interest Ordinance Section 2-11.1, as amended; and by Chapter
<br />33 of the City of Sunny Isles Beach Code of Ordinances, which are incorporated by reference
<br />herein as if fully set forth herein, in connection with the Agreement conditions hereunder. The
<br />Contractor covenants that it presently has no interest and shall not acquire any interest, directly or
<br />indirectly which should conflict in any manner or degree with the performance of the Services.
<br />The Contractor further covenants that in the performance of this Agreement, no person having any
<br />such interest shall knowingly be employed by the Contractor. The Contractor guarantees that
<br />he/she has not offered or given to any member of, delegate to the Congress of the United States,
<br />any or part of this Agreement or to any benefit arising therefrom.
<br />17. INDEMNIFICATION AND WAIVER OF LIABILITY. To the fullest extent permitted
<br />by law, the Contractor agrees to indemnify and hold -harmless the City, its agents, representatives,
<br />officers, directors, officials and employees from any claims, liabilities, damages, losses and costs,
<br />including, but not limited to, reasonable attorney fees to the extent caused, in whole or in part, by
<br />the negligence, error or omission of the Contractor or persons employed or utilized by the
<br />Contractor in performance of Services under this Agreement. Contractor shall at all times hereafter
<br />indemnify, hold harmless and, at the City's option, defend or pay for an attorney selected by the
<br />City to defend City, its agents, representatives, officers, directors, officials and employees from
<br />and against any and all causes of action, demands, claims, losses, liabilities and expenditures of
<br />any kind, including attorney fees, court costs, and expenses, caused or alleged to be caused by the
<br />intentional or negligent act of, or omission of Contractor, including those of their employees,
<br />agents, servants, or officers, or accruing, resulting from, or directly related to the subject matter of
<br />this Agreement including, without limitation, any and all claims, losses, liabilities, expenditures,
<br />demands or causes of action of any nature whatsoever resulting from injuries or damages sustained
<br />by any person or property. In the event any lawsuit or other proceeding is brought against City by
<br />reason of any such claim, cause of action or demand, Contractor shall, upon written notice from
<br />City, resist and defend such lawsuit or proceeding by counsel satisfactory to City.
<br />The provisions and obligations of this Section shall survive the expiration or earlier termination of
<br />this Agreement. To the extent considered necessary by City, any sum due Contractor under this
<br />Agreement may be retained by City until all of City's claims for indemnification pursuant to this
<br />Agreement have been settled or otherwise resolved; and any amount withheld shall not be subject
<br />to payment of interest by City. The parties agree that One Hundred Dollars ($100.00) represents
<br />specific consideration to the Contractor for the indemnification set forth in this Agreement.
<br />18. JURISDICTION, VENUE AND WAIVER OF JURY TRIAL. This Agreement shall
<br />be interpreted and construed in accordance with and governed by the laws of the State of Florida.
<br />All parties agree and accept that jurisdiction of any dispute or controversy arising out of this
<br />Agreement, and any action involving the enforcement or interpretation of any rights hereunder
<br />shall be brought exclusively in the Eleventh Judicial Circuit in and for Miami Dade Countv,
<br />BRIGHTVIEW LANDSCAPE SERVICES, INC. Page 9 of 19 239
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