STREETSCAPE DESIGN SERVICES
ATTACHMENT F
INDEMNIFICATION REQUIREMENTS
If selected to provide the services described in this RFP, Respondent shall be required
to comply with the indemnification requirements set forth below:
RESPONDENT covenants and agrees to FULLY INDEMNIFY and HOLD
HARMLESS, the CITY and the elected officials, employees, officers, directors, volunteers
and representatives of the CITY, individually or collectively, from and against any and all
costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions,
demands, causes of action, liability and suits of any kind and nature, including but not limited
to, personal or bodily injury, death and property damage, made upon the CITY directly or
indirectly arising out of, resulting from or related to RESPONDENT’s activities under this
CONTRACT, including any acts or omissions of RESPONDENT, any agent, officer,
director, representative, employee, consultant or subcontractor of RESPONDENT, and
their respective officers, agents, employees, directors and representatives while in the
exercise of performance of the rights or duties under this CONTRACT, all without however,
waiving any governmental immunity available to the CITY under Texas Law and without
waiving any defenses of the parties under Texas Law. IT IS FURTHER COVENANTED
AND AGREED THAT SUCH INDEMNITY SHALL APPLY EVEN WHERE SUCH COSTS,
CLAIMS, LIENS, DAMAGES, LOSSES, EXPENSES, FEES, FINES, PENALTIES,
ACTIONS, DEMANDS, CAUSES OF ACTION, LIABILITY AND/OR SUITS ARISE IN ANY
PART FROM THE NEGLIGENCE OF CITY, THE ELECTED OFFICIALS, EMPLOYEES,
OFFICERS, DIRECTORS, VOLUNTEERS AND REPRESENTATIVES OF CITY, UNDER
THIS CONTRACT. HOWEVER THE SCOPE OF INDEMNITY IMPOSED ON RESPONDENT
BY THIS AGREEMENT DOES NOT EXTEND TO ACTIONS TAKEN BY RESPONDENT OR
ITS AGENTS IN DIRECT RESPONSE AND IN COMPLIANCE WITH ORDERS AND
DIRECTIONS GIVEN TO RESPONDENT AND IT AGENTS BY THE CHIEF OF POLICE OR
HIS REPRESENTATIVE OR SENIOR FIREFIGHTERS IN CONTROL OF AN ACCIDENT
SCENE.
It is the EXPRESS INTENT of the parties to this CONTRACT, that the INDEMNITY
provided for in this section, is an INDEMNITY extended by RESPONDENT to INDEMNIFY,
PROTECT and HOLD HARMLESS, the CITY from the consequences of the CITY'S OWN
NEGLIGENCE, provided however, that the INDEMNITY provided for in this section SHALL
APPLY only when the NEGLIGENT ACT of the City is a CONTRIBUTORY CAUSE of the
resultant injury, death, or damage, and shall have no application when the negligent act of
the City is the sole cause of the resultant injury, death, or damage. RESPONDENT further
AGREES TO DEFEND, AT ITS OWN EXPENSE and ON BEHALF OF THE CITY AND IN
THE NAME OF THE CITY, any claim or litigation brought against the CITY and its elected
officials, employees, officers, directors, volunteers and representatives, in connection with
any such injury, death, or damage for which this INDEMNITY shall apply, as set forth above.
However, given the industrial character, history, and intended use of the site, subject
of this RFP, the foregoing contributory cause provision shall not relieve the RESPONDENT
of the obligation to fully indemnify, defend, and hold harmless the CITY and all those persons
recited above, according to the foregoing paragraphs, when the claim, demand, criminal or
civil action, regulatory enforcement action, demand or direction for remediation is brought by
an environmental regulatory agency or division, local, state, or federal, in which case THE
SELECTED RESPONDENT SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS THE
CITY, ITS ELECTED OFFICIALS, EMPLOYEES, OFFICERS, DIRECTORS AND
REPRESENTATIVES, FOR THE CITY’S ALLEGED OR PROVEN NEGLIGENCE EVEN
WHEN THE CITY’S SOLE NEGLIGENCE MAY BE ALLEGED OR PROVEN.