Reso 2011-1815 - Laserfiche WebLink

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City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax represented for the ownership of the City only. Any other use by Contractor or other parties shall be approved in writing by the City. 9. DUTY TO INDEMNIFY AND HOLD HARMLESS. Contractor agrees to indemnify and hold harmless, the City, its officers, agents, employees from, and against any and all claims, actions, liabilities, losses and expenses including, but not limited to, attorney's fees for personal, economic or bodily injury, wrongful death, loss of or damage to property, at law or in equity, which may arise or may be alleged to have risen from the negligent acts, errors, omissions or other wrongful conduct of the Contractor, its agents or employees or any other personal entity acting under Contractor's control in connection with the Contractor's performance of Services under this Agreement and to that extent the Contractor shall pay such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses including wrongful termination or allegations of discrimination or harassment, and shall pay all costs and attorneys' fees expended by the City in defense of such claims and losses including appeals. The parties agree that ten percent (10%) of the total compensation is a specific consideration from the City to the Contractor for this indemnity. 10. TERMINATION. A. If, through any cause within the reasonable control the Contractor shall fail to fulfill in a timely manner or otherwise violate any of the covenants, agreements or stipulations material to this agreement, the City shall have the right to terminate the services then remaining to be performed. Prior to the exercise of its option to terminate for cause, the City shall notify the Contractor of its violation of the particular terms of the agreement and grant Contractor thirty (30) days to cure such default. If the default remains uncured after thirty (30) days the City may terminate this agreement (i.) In the event of termination, all finished and unfinished documents, data, and other work product prepared by Contractor shall be delivered to the City and the Contractor shall compensate the City for twenty percent (20%) monthly percentage of sales made by Contractor, in addition to sponsorship of items up to the effective date of termination. (ii.) Notwithstanding the foregoing, the Contractor shall not be relieved of liability to the City for damages sustained by virtue of a breach of the agreement by Contractor. B. Termination for Convenience of City. The City may, for its convenience and without cause terminate the Services then remaining to be performed at any time by giving written notice which shall become effective thirty (30) days following receipt by Contractor. The terms of Paragraphs A(i) and (ii) shall be applicable hereunder. C1112-009 VENDING MACHINES AGREEMENT Page 4 of8 ( ", \_,'