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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 /> Agreement. The Contractor further 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 /> 14. 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 cause, in whole or in part, by
<br /> the professional negligence, error or omission of the Contractor or persons employed or utilized
<br /> by the Contractor in performance of Services under 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.
<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 /> 15. 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.
<br /> 16. CONFLICTING PROVISIONS. If there is a conflict or inconsistency between any
<br /> term, statement, requirement, or provision of any exhibit attached hereto, any document or events
<br /> referred to herein, or any document incorporated herein by reference, and a term, statement,
<br /> requirement or provision of this Agreement, the terms and conditions in this Agreement shall
<br /> supersede and take priority over any other conflicting provisions that are contained in any other
<br /> document, including but not limited to Attachment"A".
<br /> C1415-072 MANSFIELD OIL COMPANY 7
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