Laserfiche WebLink
12. Insurance. Consultant shall procure and maintain insurance during the term of this <br /> Agreement in the amounts and under the terms set forth in Exhibit "B1 & B2" against claims <br /> that may arise from or in connection with this Agreement and performance of the Services. <br /> Upon reasonable written notice, Consultant shall comply with any changes in the amounts and <br /> terms of insurance as may be required from time-to-time by Livermore's Risk Manager and/or <br /> Pleasanton's City Attorney. <br /> 13. Acceptance of Final Payment. Consultant's acceptance of final payment will release <br /> Cities from any and all claims and liabilities for compensation under this Agreement. <br /> 14. Acceptance of Work. Cities' acceptance of, or payment to Consultant for, the Services <br /> does not release Consultant from its responsibility for the accuracy, completeness, or <br /> competency of the Services, nor do the actions constitute an assumption of Consultant's <br /> responsibility or liability by Cities for any defect or error in the Services. <br /> 15. Conflict of Interest. Consultant represents that no employees or officials of Cities <br /> have a financial interest in Consultant. Consultant shall not offer, encourage, or accept any <br /> financial interest in any part of Consultant's business by or from employees or officials of Cities <br /> during the term of this Agreement or as a result of being awarded this Agreement. <br /> 16. Economic Disclosure. Consultant shall comply with Cities' local conflict of interest <br /> codes and the Political Reform Act, and prepare and file an economic disclosure statement if <br /> the Services involve making, or participation in making, decisions which may have a material <br /> effect on the Consultants' financial interest. While it is Consultant's sole responsibility to <br /> evaluate its conflicts of interest, the Consultant nevertheless agrees to prepare and file an <br /> economic disclosure statement if requested by Cities. <br /> 17. Non-Exclusive Agreement. This is a non-exclusive agreement. Cities reserve the <br /> right to provide, and to retain other consultants to provide, services that are the same or similar <br /> to the Services described in this Agreement. <br /> 18. No Assignment. Consultant shall not assign or subcontract any of the Services without <br /> Cities' prior written consent. For the purposes of this section, a change of fifty-percent or more <br /> in the ownership or control of Consultant constitutes an assignment. <br /> 19. Remedies. All remedies permitted or available under this Agreement, or at law or in <br /> equity, are cumulative and alternative, and the invocation of a right or remedy will not be <br /> construed to waive or elect a remedy with respect to any other available right or remedy. As a <br /> condition precedent to commencing legal action involving a claim or dispute against Cities <br /> arising from this Agreement, the Consultant must present a written claim to Cities in <br /> accordance with Chapter 3.42 of the Livermore Municipal Code and Pleasanton Municipal <br /> Code Section 1.04.090. <br /> 20. Construction of Language. The terms and conditions in this Agreement have been <br /> arrived at through negotiation and each party had a full and fair opportunity to review and <br /> revise this Agreement with legal counsel. Any ambiguity in this Agreement will not be resolved <br /> against either party as the drafting party. In the event of an inconsistency or conflict between <br /> Professional Services Agreement Page 4 <br /> Rev. 7/15 <br />