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2024-240
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Last modified
10/21/2024 12:11:48 PM
Creation date
10/21/2024 12:10:47 PM
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Template:
Official Documents
Official Document Type
Agreement
Approved Date
09/24/2024
Control Number
2024-240
Agenda Item Number
8.T.
Entity Name
Gray Matter Systems, LLC
Subject
Agreement for Industrial Control System Design and Implementation Support Services;
Project Number
IRCDUS Proj. ID 00.23.545
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Professional Services Agreement <br />shall be at the COUNTY's own risk. The COUNTY shall not hold the CONSULTANT liable for any misuse by <br />others. <br />7. INSURANCE AND INDEMNIFICATION <br />During the performance of the work covered by this Agreement, the CONSULTANT shall provide the COUNTY <br />with evidence that the CONSULTANT has obtained and maintains the insurance listed in the Agreement. <br />CONSULTANT shall maintain for the duration of the Agreement, insurance against claims for injuries to <br />persons or damages to property which may arise from or in connection with the performance of the work <br />hereunder by the CONSULTANT, its agents, representatives, or employees. The cost of such insurance shall <br />be included in the CONSULTANT's fees. <br />Minimum Scope of Insurance <br />A. Worker's Compensation as required by the State of Florida. Employers Liability of $1oo,000 each <br />accident, $50o,000 disease policy limit, and $ioo,000 disease each employee. <br />B. General Liability $i,000,000 combined single limit per accident for bodily injury and property damage. <br />Coverage shall include premises/operations, products/completed operations, contractual liability, and <br />independent contractors. COUNTY shall be named an "Additional Insured" on the certificate of insurance. <br />C. Auto Liability $500,000 combined single limit per accident for bodily injury and property damage. <br />Coverage shall include owned vehicles, hired vehicles, and non -owned vehicles. <br />D. Professional Liability $i,000,000 per claim, $2,000,000 aggregate combined single limit. <br />CONSULTANT's insurance coverage shall be primary. <br />All above insurance policies shall be placed with insurers with a Best's rating of no less that A -VII. The insurer <br />chosen shall also be licensed to do business in Florida. <br />The insurance policies procured, with the exception of the Professional Liability, shall be occurrence forms, <br />not claims made policies. <br />The insurance companies chosen shall provide certificates of insurance prior to signing of contracts, to the <br />Indian River County Risk Management Department. <br />The CONSULTANT shall ensure any subconsultants to maintain the insurance as detailed herein. <br />The Consultant shall indemnify and hold harmless the County and its commissioners, officers, employees and <br />agents, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorney's fees, to <br />the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the CONSULTANT and <br />other persons employed or utilized by the CONSULTANT in the performance of the contract. <br />8. TERMINATION <br />This Agreement may be terminated: (a) by the COUNTY, for any reason, upon thirty (3o) days' prior written <br />notice to the CONSULTANT; or (b) by the CONSULTANT, for any reason, upon thirty (3o) days' prior written <br />notice to the COUNTY; or (c) by the mutual Agreement of the parties; or d) as may otherwise be provided <br />below. In the event of the termination of this Agreement, any liability of one party to the other arising out of <br />any Services rendered, or for any act or event occurring prior to the termination, shall not be terminated or <br />released. <br />4 <br />
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