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become part of this Agreement and shall be governed by the terms and conditions contained in this Agreement. Article 5. Place of Performance Raftelis shall be responsible for maintaining its own office facilities and will not be provided with either office facilities or support by the Client. Article 6. Indemnification Raftelis hereby agrees to indemnify the Client, its commissioners, officers, employees, and agents and to hold the Client, its commissioners, officers, employees, and agents harmless against any and all claims, action, or demands against the Client, and against any and all damages for injury to or death of any person and for loss of or damage to any and all property arising out of the negligent acts, errors or omissions of Raftelis under this Agreement. Raftelis shall not be held responsible for any claims caused by the negligence of the Client. Article 7. Insurance Consultant shall maintain the types and levels of insurance during the life of this Agreement as specified below. The Client will be named as additionally insured on the Raftelis' Certificates of Insurance, and Raftelis will provide the Client with these Certificates of Insurance by July 28, 2017. Commercial general liability insurance -$1,000,000 for each occurrence and $2,000,000 in the aggregate Comprehensive automobile liability insurance -$1,000,000 combined single limit each occurrence Workers Compensation insurance -Statutory limits Professional liability insurance -$1,000,000 in the aggregate Excess or Umbrella Liability -$3,000,000 in the aggregate Article 8. Public Records Compliance A. Indian River County is a public agency subject to Chapter 119, Florida Statutes. Raftelis shall comply with Florida's Public Records Law. Specifically, the Contractor shall: (1) Keep and maintain public records required by the County to perform the service. (2) Upon request from the County's Custodian of Public Records, provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119 or as otherwise provided by law. (3) Ensure that public records that are exempt, or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the County. (4) Upon completion of the contract, transfer, at no cost, to the County all public records in possession of the Contractor, or keep and maintain public records required by the County to perform the service. Page 2 of 6