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State of Texas, covering all operations under this Agreement,
<br />whether performed by the Contractor or its agents,
<br />subcontractors or employees. Before commencing the work the
<br />Contractor will furnish to the City a certificate or certificates in
<br />a form satisfactory to the City, showing that Contractor has
<br />complied with this paragraph. All certificates will provide that
<br />the policy will not be canceled until at least 30 days written
<br />notice has been given to the City, and will name the City as an
<br />additional insured on all coverages except workers'
<br />compensation and professional liability. The kinds and amounts
<br />of insurance required are as follows:
<br />Workers' Compensation Insurance: In accordance with the
<br />provisions of the Workers' Compensation Act of the State of
<br />Texas.
<br />Liabili!y Insurance: (1) Commercial general liability insurance
<br />with a combined single limit of $500,000 for each occurrence
<br />and $500,000 in the aggregate, (2) Motor Vehicle liability
<br />insurance in an amount not less than $250,000 for injuries to any
<br />one person, $500,000 on account of any one accident and in an
<br />amount of not less than $250,000 for property damage.
<br />(c) The stated limits of insurance required by this Paragraph are
<br />minimum only--they do not limit the Contractor's indemnity
<br />obligation, and it will be the Contractor's responsibility to
<br />determine what limits are adequate. These limits may be met by
<br />basic policy limits or any combination of basic limits and
<br />umbrella limits. The City's acceptance of certificates of
<br />insurance that do not comply with these requirements in any
<br />respect does not release the Contractor from compliance with
<br />these requirements.
<br />7. No Waiver of Immunity
<br />The City's execution of and performance under this Agreement
<br />will not act as a waiver by the City of any immunity from suit or
<br />liability to which it is entitled under Texas law. The parties
<br />acknowledge that the City, in executing and performing this
<br />Agreement, is a governmental entity acting in a governmental
<br />capacity.
<br />8. Miscellaneous Provisions
<br />(a) This Agreement is governed by the law of the State of
<br />Texas. Exclusive venue for any dispute arising under this
<br />Agreement is in Hays County, Texas.
<br />(b) As to all acts or failures to act by either party to this
<br />Agreement, any applicable statute of limitations will commence
<br />to run and any alleged cause of action will be deemed to have
<br />accrued when the party commencing the cause of action knew or
<br />should have known of the existence of the subject act or failure
<br />to act.
<br />(c) The Contractor agrees not to use funds received by it under
<br />the terms of this Agreement for any partisan political activity or
<br />to further the election or defeat of any candidate for public
<br />office.
<br />gift whether in the form of service, loan, thing, or promise to any
<br />person or any of his/her immediate family, having the duty to
<br />recommend, the right to vote upon, or any other direct influence on
<br />the selection of contractors to provide professional services to the
<br />City within the two years preceding the execution of this Agreement.
<br />A campaign contribution, as defined by the Texas Election Code or
<br />the San Marcos City Code will not be considered as a valuable gift
<br />for the purposes of this Agreement.
<br />(e) In performing the services required under this Agreement, the
<br />Contractor will not discriminate against any person on the basis of
<br />race, color, religion, sex, national origin, age or disability.
<br />(f) All references in this Agreement to any particular gender are for
<br />convenience only and will be construed and interpreted to be of the
<br />appropriate gender. The term "will" is mandatory in this Agreement.
<br />(g) Should any provision in this Agreement be found or deemed to
<br />be invalid, this Agreement will be construed as not containing the
<br />provision, and all other provisions which are otherwise lawful will
<br />remain in full force and effect, and to this end the provisions of this
<br />Agreement are declared to be severable.
<br />(h) All services provided pursuant to this Agreement are for the
<br />exclusive use and benefit of the City.
<br />(i) The City of San Marcos is governed by the Texas Public
<br />Information Act (the "Act"), Chapter 552 of the Texas Government
<br />Code. This Agreement and all written information generated under
<br />this agreement may be subject to release under the Act. The
<br />Contractor shall not make any reports, information, data, etc.
<br />generated under this Agreement available to any individual or
<br />organization without the written approval of the City.
<br />0) The City and the Contractor, respectively, bind themselves, their
<br />partners, successors, assigns and legal representatives to the other
<br />party to this Agreement and to the partners, successors, assigns and
<br />legal representatives of such other party with respect to all covenants
<br />of this Agreement. The City and the Contractor may not assign,
<br />sublet or transfer any interest in this Agreement without the written
<br />consent of the other.
<br />(k) This Agreement represents the entire and integrated Agreement
<br />between the City and the Contractor and supersedes all prior
<br />negotiations, representations or agreements either written or oral.
<br />(1) The City may, from time to time, request changes in the scope of
<br />services to be performed under the Agreement, Each material change
<br />(deletion or addition) in the services to be provided by Contractor
<br />must be authorized by the City on the Authorization of Change in
<br />Services form attached to the Agreement. Compensation for
<br />additional services will be in addition to that specified for Basic
<br />Services in accordance with this Agreement. The approval of the
<br />City's governing body is necessary for all additional services the
<br />compensation for which exceeds $25,000.00. Except as to a change
<br />in the scope of services, the compensation for which does not exceed
<br />$25,000.00, this Agreement may be amended only by written
<br />instrument approved by the City's governing body and signed by
<br />both the City and the Contractor.
<br />(d) The Contractor hereby affirms that Contractor and
<br />Contractor's firm have not made or agreed to make any valuable
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