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Agreement for Legal Services 1/19 Page 2
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<br />5. CONFLICT OF INTEREST. Consultant represents that it presently has no material
<br />financial interest other than that which may be held by the general public and shall not acquire
<br />any interest, direct or indirect, in any contract or decision made on behalf of LPFD which may be
<br />affected by the services to be performed. Consultant further agrees that no person having any
<br />such interest shall be employed by Consultant. If Consultant or its employees acquires a direct
<br />or indirect personal interest, Consultant shall promptly disclose that interest to LPFD and the
<br />interested individual shall abstain from any contracts or decisions under this Agreement.
<br />Consultant and any of its agents, employees, members, contractors, or subcontractors in the
<br />performance of this Agreement shall prepare and file an Economic Disclosure Statement(s) when
<br />requested by LPFD.
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<br />6. NON-DISCRIMINATION. Except as provided in section 12940, et seq. of the Government
<br />Code, Consultant shall not discriminate against any person because of his/her race, religious
<br />creed, color, national origin, ancestry, physical disability, mental disability, medical condition,
<br />marital status, or sex. Consultant shall insert in all subcontracts for any work covered by this
<br />Agreement this nondiscrimination provision.
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<br />7. ADA COMPLIANCE. Consultant’s services provided pursuant to this Agreement shall
<br />comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as
<br />well as all applicable regulations and guidelines issued pursuant to the ADA.
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<br />8. FILES. Consultant’s files pertaining to LPFD shall be and remain the property of LPFD.
<br />Consultant shall keep LPFD’s files for five years after closing the file. LPFD may request the
<br />return of the files from Consultant at any time. Before destroying the files, Consultant shall give
<br />LPFD thirty days’ written notice of its intent to destroy or otherwise dispose of them to allow LPFD
<br />an opportunity to take possession. The obligations with regard to keeping and returning the files
<br />shall survive the termination of this Agreement.
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<br />9. INDEMNIFICATION. Consultant agrees to hold harmless, indemnify and defend LPFD,
<br />the City of Livermore, and the City of Pleasanton, their elected officials, officers, directors,
<br />employees, agents, designated volunteers, and affiliates from and against any and all loss,
<br />liability, damage, including, but not limited to reasonable attorney and expert fees and/or court
<br />costs, of any nature whatsoever arising out of, or in any way connected with Consultant's
<br />performance of this Agreement, except loss or liability caused by the LPFD’s sole willful conduct
<br />and willful negligence.
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<br />10. INSURANCE. During the term of this Agreement, Consultant shall maintain in full force
<br />and effect, at its own cost and expense, insurance coverages with insurers with an A.M. Best’s
<br />rating of no less than A:VII. Contractor shall have the obligation to furnish LPFD, City of Livermore,
<br />City of Pleasanton, its officials, officers, employees, agents, and volunteers as additional insured,
<br />the minimum coverages identified below, or such greater or broader coverage for LPFD, if
<br />available in the Contractor’s policies:
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<br />a. Commercial General Liability Insurance. Commercial general liability insurance with
<br />coverage at least as broad as Insurance Services Office (ISO) form CG 00 01, with limits
<br />of at least $2,000,000 per occurrence, $4,000,000 general aggregate, and $2,000,000
<br />products and completed operations aggregate for bodily injury and property damage. The
<br />policy shall include a per project or per location general aggregate endorsement. If a per
<br />project/location endorsement is not available, the limit for the general aggregate shall be
<br />doubled. The policy shall provide that LPFD, City of Livermore, City of Pleasanton, its
<br />Docusign Envelope ID: 3088CA5E-7AAF-880A-8270-E0349071C5A2
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