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one-year terms (each a "Renewal Term") if (i) it is deemed in the best interests
<br />of the City, subject to availability and appropriation of funds for renewal in each
<br />subsequent year, and, (ii) at least ninety (90) days prior to the end of the then
<br />current term of the Agreement, the Parties agree in writing to renew the
<br />Agreement for an additional team. Upon renewal, the terms and conditions of
<br />this Agreement shall remain in full force and effect.
<br />7 The City will pay INVO for services performed per the attached Schedule "A"
<br />for the Leighton Theater and Schedule "B" for the Palais Royale, within 35 days
<br />of receipt of an invoice reflecting said cleaning services performed.
<br />8 Contactor agrees to indemnify, defend, save and hold harmless the City,
<br />together with any jurisdiction or agency issuing permits, who additionally
<br />require indemnification, for any work included in the project and their
<br />respective directors, officers, officials, agents, contractors, employees and
<br />volunteers, (hereinafter referred to as "Indemnities") from and against any and
<br />all claims, demands, actions, liabilities, damages, losses or expenses (including
<br />court costs, attorney's fees, and costs of claim processing, investigation and
<br />litigation) hereinafter collectively referred to as "Claims") for personal injury
<br />(including death) or property damage caused, or alleged to be caused, in whole
<br />or in part, by the negligent or willful acts of omissions of Contractor or any of
<br />Contractor's directors, officers, agents, employees, volunteers or subcontractors.
<br />This indemnity includes, but is not limited to, any claim or amount arising or
<br />recovered under the Workers' Compensation Law or arising out of the failure of
<br />Contractor to conform to any federal, state or local law, statute, ordinance, rule,
<br />regulation or court decree. It is the specific intention of the parties that the
<br />Indemnities shall, in all instances, except for Claims arising in whole or in part
<br />from the negligent or willful acts or omissions of the Indemnities, be
<br />indemnified by Contractor from and against any and all Claims. It is agreed that
<br />Contractor will be responsible for primary loss investigation, defense and
<br />judgment costs where this indemnification is applicable.
<br />9 Contractor warrants that the Services rendered will conform to the requirements
<br />of this Agreement and to the highest professional standards in the cleaning
<br />services field.
<br />10 Contractor affirmatively represents that it is fully insured and bonded to perform
<br />the work and tasks set forth herein. Contractor will provide the City with a
<br />Certificate of Insurance, upon request.
<br />11 This contract may be terminated by either party with a 45 day written notice to
<br />the non -terminating party of its intention to terminate this Agreement.
<br />12 The City retains the right to terminate this Agreement immediately for cause, such
<br />as theft by Contractor personnel, damage to premises, or failure to perform in
<br />accordance with the terms of this Agreement. In the event of such termination for
<br />cause, payment shall be made by the City to Contractor for the undisputed portion
<br />of its fee due as of the termination date.
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