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STE EPs%EEL <br />CONSULTING & MANAGEMENT <br />SECTION 6. INDEPENDENT CONTRACTOR. <br />A. SteepSteel is engaged to provide Services as an independent contractor. The <br />County shall have no control over the conduct of SteepSteel except as expressly set forth <br />in this Agreement. <br />B. The Parties agree that nothing in this Agreement shall create or be construed to <br />create a partnership, joint venture, employment relationship or any other relationship <br />except as set forth in this Agreement. <br />SECTION 7. NO WAIVER. <br />Waiver by any Party hereto of any term, condition or covenant of this Agreement shall <br />not constitute the waiver of any other term, condition or covenant hereof. <br />SECTION 8. INSURANCE REQUIREMENTS. <br />a. In the event that SteepSteel, its subcontractors and/or designees, intend to physically <br />enter the County's property, SteepSteel, or its subcontractors and/or designees, shall <br />provide no less that forty-eight (48) hours' notice of its intent and provide to the <br />County a Certificate of Insurance either for itself, or its subcontrator or designee, <br />evidencing the following coverages: Commercial General liability insurance in the <br />amount of $2M per occurrence/$2M general aggregate, automobile liability insurance <br />in the amount of $1M, and statutory workers compensation coverage (subject to the <br />laws of the State of Florida). The County shall be names as an additional insured and <br />a waivers of subrogation will be provided. <br />SECTION 9. DISPUTE RESOLUTION: GOVERNING LAW. <br />Disputes regarding the interpretation or application of any provision(s) of this Agreement <br />shall, to the extent reasonably feasible, be resolved through good -faith negotiations between the <br />Parties. If any action at law or in equity is brought to enforce this Agreement or because of <br />alleged dispute, breach, default or misrepresentation in connection with the provisions of this <br />Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, <br />expert fees, costs and necessary disbursements incurred in that action or proceeding, in addition <br />to such other relief as may be sought and awarded. The venue for any litigation shall be in a <br />court of appropriate jurisdiction located within the county of Indian River, Florida. The Parties <br />agree that the covenants contained in this Section shall survive the expiration or termination of <br />this Agreement. This Agreement shall be governed by and construed in accordance with the laws <br />of the State of Florida, without regard to conflict of law provisions. <br />4 <br />