KEENAN ASSOCIATES - Laserfiche WebLink

or in limits without providing thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. In addition, the insured shall provide thirty (30) days prior written notice to the City of any suspension, cancellation, reduction of coverage or in limits, or voiding of the insurance coverage required by this agreement. The City reserves the right to require complete certified copies of policies. 6. INDEMNIFICATION A. Keenan shall defend, indemnify, and hold harmless, the City and its officers, agents and employees from and against all claims, losses, damage, injury, and liability for damages arising from, or alleged to have arisen from, errors, omissions, negligent or wrongful acts of Keenan in the performance of its services under this Agreement, regardless of whether the City has reviewed or approved the work or services which has given rise to the claim, loss, damage, injury or liability for damages. B. City shall defend, indemnify, and hold harmless, Keenan and its officers, agents and employees from and against all claims, losses, damage, injury, and liability for damages arising from, or alleged to have arisen from, errors, omissions, negligent or wrongful acts of the City in the performance of its obligations under this Agreement. C. This indemnification shall extend for a reasonable period of time after completion of the project as well as during the period of actual performance of services under this Agreement. The City's acceptance of the insurance certificates required under this Agreement does not relieve the Keenan from its obligation under this Section 6. 7. LIMITATION OF LIABILITY Keenan's liability under this Agreement shall not exceed the limits of its insurance coverage, as outlined in Section 5. 8. DISPUTE RESOLUTION A. Disputes arising out of or relating to this Agreement, other agreements between the parties, or any other relationship involving Client and Keenan (whether occurring prior to, as part of, or after the signing of this Agreement) shall first be resolved by good faith negotiations between representatives of the parties with decision -making authority. If either party determines that the dispute cannot be resolved through informal negotiation then the dispute shall be submitted to non -binding mediation. The site of the mediation and the selection of a mediator shall be determined by mutual agreement of the parties. If the dispute is not resolved through mediation within sixty (60) days following the first notification of a request to mediate, then either party shall have the right to require the matter to be resolved by final and binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, or such other arbitration procedures as may be agreed to in writing by the Parties. Negotiation, mediation, and arbitration shall be the exclusive means of dispute resolution between Client and Keenan and their respective members, agents, employees and officers. \\Katomasl\legal - torrance\Clients - Municipalities\Pleasanton, City of\1000018Pleasanton -Apple Senices Agreement (execution).doc Confidential For Employer Use Only (Rev. 01/10) 4�ES Page 4 of 11