|
City of Casselberry I Procurement and Contract Management Division
<br />95 Triplet Lake Drive, Casselberry, Florida 32707
<br />Phone: 407-262-7700, Ext. 1142 1 pro curement(cD_casselberry. org
<br />RFP -2020-0628 Towing Services - Citywide
<br />include, but not be limited to, hostilities, terrorism, revolution, civil insurrection, strike, epidemic, fire, flood,
<br />windstorm, earthquake, explosion, any law, proclamation, regulation, or ordinance or other act of government,
<br />or any act of God or any cause whether of the same or different nature, existing or future; provided that the cause
<br />whether or not enumerated in this Section is beyond the control and without the fault or negligence of the party
<br />seeking relief under this Section.
<br />SECTION 23 TIME IS OF THE ESSENCE
<br />Time is of the essence in this Agreement as to all dates and time periods. To the extent that the last day of any
<br />time period stipulated in this Agreement falls on a Saturday, Sunday or legal holiday (State or Federal), the
<br />period shall run until the end of the next day which is neither a Saturday, Sunday or legal holiday. Anytime period
<br />of ten (10) days or less specified herein shall not include Saturdays, Sundays or legal holidays. The term
<br />"business days" means days other than Saturdays, Sundays or legal holidays.
<br />SECTION 24 FURTHER ASSURANCES
<br />Each party hereto agrees to sign any other and further instruments and documents, consistent herewith, as may
<br />be necessary and proper in order to give complete effect to the benefits deriving from the terms and conditions
<br />of this Agreement.
<br />SECTION 25 COMPLIANCE WITH ALL LAWS
<br />The CONTRACTOR, at its sole expense, shall comply with all laws, ordinances, judicial decisions, orders, and
<br />regulations of federal, state, county, and municipal governments, as well as their respective departments,
<br />commissions, boards, and officers, which are in effect atthe time of execution of this Agreement or are adopted
<br />at any time following the execution of this Agreement.
<br />SECTION 26 INDEMNITY
<br />The CONTRACTOR shall defend, indemnify and hold harmless the CITY and all of the CITY's officers, agents,
<br />and employees from and against all claims, liability, loss and expense, including reasonable costs, collection
<br />expenses, attorneys' fees, and court costs which may arise because of the negligence (whether active or
<br />passive), misconduct, or other fault, in whole or in part (whether joint, concurrent, or contributing), of the
<br />CONTRACTOR, its officers, agents or employees or subcontractors in performance or non-performance of its
<br />obligations under the Agreement. The CONTRACTOR recognizes the broad nature of this indemnification and
<br />hold harmless clause, as well as the provision of a legal defense to the CITY when necessary, and voluntarily
<br />makes this covenant and expressly acknowledges the receipt of such good and valuable consideration provided
<br />by the CITY in support of these indemnification, legal defense and hold harmless contractual obligations in
<br />accordance with the laws of the State of Florida. This clause shall survive the termination of this Agreement.
<br />Compliance with any insurance requirements required elsewhere within this Agreement shall not relieve the
<br />CONTRACTOR of its liability and obligation to defend, hold harmless and indemnify the CITY as set forth in this
<br />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 27 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 />PU R -F-405 7 3/2020
<br />
|