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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 />D. Termination for Convenience. Either party may, for its convenience and without
<br />cause terminate the Services then remaining to be performed at any time by giving
<br />the non -terminating party thirty (30) days written notice.
<br />E. Termination for Insolvency. The City also reserves the right to terminate the
<br />remaining Services to be performed in the event the Consultant is placed either in
<br />voluntary or involuntary bankruptcy or makes any assignment for the benefit of
<br />creditors.
<br />8. CONFIDENTIAL INFORMATION. The Consultant shall not, either during the term of
<br />this Agreement or any time for a period of ten (10) years subsequent to that date upon which this
<br />Agreement terminates for any reason whatsoever, disclose to any person or entity, other than in
<br />the discharge of the duties of the Consultant under this Agreement, any information which the City
<br />designates in writing as "confidential." As a violation by the Consultant of the provisions of this
<br />Section could cause irreparable injury to the City and there is no adequate remedy at law for such
<br />violation, the City shall have the right, in addition to any other remedies available to it at law or in
<br />equity, to enjoin the Consultant from violating such provisions.
<br />9. 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 County,
<br />Florida, and venue for litigation arising out of this Agreement shall be exclusively in such state
<br />courts, forsaking any other jurisdiction which either party may claim by virtue of its residency or
<br />other jurisdictional device. In the event it becomes necessary for the City to file a lawsuit to
<br />enforce any term or provision under this Agreement and the City is the prevailing party then the
<br />City shall be entitled to its costs and attorney's fees at the pretrial, trial and appellate levels. BY
<br />ENTERING INTO THIS AGREEMENT, Consultant AND CITY HEREBY EXPRESSLY
<br />WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL
<br />LITIGATION RELATED TO THIS AGREEMENT. Nothing in this Agreement is intended to
<br />serve as a waiver of sovereign immunity, or of any other immunity, defense, or privilege enjoyed
<br />by the City pursuant to Section 768.28, Florida Statutes.
<br />10. INDEMNIFICATION AND WAIVER OF LIABILITY. To the fullest extent permitted
<br />by law, Consultant shall at all times hereafter indemnify, hold harmless, and at the City's option
<br />defend or pay for an attorney selected by the City to defend, City, its agents, representatives,
<br />officers, directors, officials and employees from and against any and all causes of action, demands,
<br />claims, losses, liabilities and expenditures of any kind, including attorney fees, court costs, and
<br />expenses, caused or alleged to be caused by the intentional or negligent act of, or omission of
<br />Consultant, including those of their employees, agents, servants, or officers, or accruing, resulting
<br />from, or directly related to the subject matter of this Agreement including, without limitation, any
<br />and all claims, losses, liabilities, expenditures, demands or causes of action of any nature
<br />whatsoever resulting from injuries or damages sustained by any person or property. In the event
<br />any lawsuit or other proceeding is brought against City by reason of any such claim, cause of action
<br />COMPLETE CITIES PLANNING GROUP, LLC 5
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