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article of the Agreement. The CITY will be permitted to choose legal counsel of its choice. The CONTRACTOR <br />shall require each of its agents/subcontractors to agree in writing to the provisions of this paragraph. <br />SECTION 26 INDEMNIFICATION FOR COPYRIGHT INFRINGEMENT <br />The CONTRACTOR guarantees that all services performed under this Agreement will be free from claims of <br />patent, copyright or trademark infringement. The CONTRACTOR shall defend, indemnify and hold the CITY and <br />its successors and assigns harmless from and against all third -party claims, suits, and proceedings and any and <br />all damages, liabilities, costs and expenses (including reasonable attorneys' fees and court costs) incurred as a <br />result of (i) infringement by the CONTRACTOR of any third -party patent, copyright or trademark or (ii) <br />misappropriation by the CONTRACTOR of any third -party trade secret in connection with any of the foregoing. <br />SECTION 27 SOVEREIGN IMMUNITY <br />Notwithstanding any other provision set forth in this Agreement, nothing contained in this Agreement shall be <br />construed as a waiver of the CITY's right of sovereign immunity under Section 768.28, F.S., or other limitations <br />imposed on the CITY's potential liability under state or federal law. The CITY shall not be liable under this <br />Agreement for punitive damages or interest for the period before judgment. Further, the CITY is not liable for <br />any claim or judgment or portion thereof, to any one person for more than two hundred thousand dollars <br />($200,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or <br />judgments paid by the CITY arising out of the same incident or occurrence, exceeds the sum of three hundred <br />thousand dollars ($300,000.00). This paragraph will survive termination of this Agreement. <br />SECTION 28 COURT ACTIONS/CHOICE OF LAW <br />Except as expressly prohibited by law: <br />A. All legal actions hereunder shall be conducted only in the circuit court in Seminole County or federal <br />court in the Middle District of Florida; except that any final judgment may be enforced in other <br />jurisdictions in any manner provided by law; <br />B. The parties unequivocally waive any right to a jury trial, and agree that all legal actions shall be tried, <br />both as to factual and legal issues, only to the Court; and <br />C. The laws of the State of Florida shall govern this Agreement and the Agreement will be interpreted <br />according to the laws of Florida. <br />SECTION 29 CITY AS A MUNICIPAL CORPORATION <br />Nothing contained herein shall be interpreted to require the CITY as a municipal corporation to (i) to take any <br />action or refrain from taking any action that would be adverse to is status as a municipal corporation, or (ii) to <br />take or refrain from taking any action not specifically required by this Agreement. <br />SECTION 30 BINDING EFFECT <br />This Agreement shall be binding upon and ensure to the benefit of the parties hereto, their heirs, personal <br />representatives, successors, and/or assigns. <br />b 9/2018 <br />