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without the explicit written permission of the City of Decatur. The Contractor warrants that it has
<br /> and will continue to have in place adequate safeguards to assure that such information and
<br /> records remain confidential.
<br /> The Contractor acknowledges that in the course of performing services for the City, all
<br /> information regarding the processing and marketing or recyclable material collected, analyzed,
<br /> or produced for the City (but not the Contractor's methods, process, know-how, trade secrets or
<br /> information regarding or applicable to the Contractor's processing and marketing of recyclable
<br /> material generally) is the exclusive property of the City and may not be disseminated in any
<br /> manner without prior written approval from an authorized representative of the City.
<br /> INDEPENDENT CONTRACTOR: Nothing in this contract shall be construed as creating or
<br /> constituting the relationship of a partnership, joint venture, or association of any kind or agent
<br /> and principal relationship between the parties hereto. Each party shall be deemed an independent
<br /> contractor contracting for services and acting toward the mutual benefits expected to be derived
<br /> here from. No pariy shall have the authority to enter into any contract of create an obligation or
<br /> liability on behalf of, in the name of, or binding upon another party to this Contract. At all times
<br /> and for all purposes, the Contractor is an independent Contractor and not an employee of the
<br /> City. No statements shall be construed so as to find the Contractor an employee of the City. No
<br /> employee of the Contractor shall be an employee of the City.
<br /> CONTRACTOR DEBT: The City may cancel this agreement any time the contractor is in
<br /> default on any debt owed to the City.
<br /> PROPRIETARY MATERIALS: The City acknowledges that in the course of performing
<br /> services hereunder, the Contractor may use products, materials, or propriety methodologies. The
<br /> City shall have no rights in such propriety products, materials, and methodologies except
<br /> pursuant to a separate written agreement executed by the parties.
<br /> INDEMNITY: The Contractor shall indemnify, defend, save, and hold harmless the City,
<br /> individually and collectively, its officers and employees from any and all liability, losses, costs,
<br /> expenses, demands, taxes, claims, damages, lawsuits, proceedings, or causes of action including
<br /> workers' compensation claims, of any kind or nature, including reasonable attorneys' fees and
<br /> costs of defense, that the City may suffer, incur, sustain, or become liable for, on account of any
<br /> injury to or death of its employees, or injury or death to any other person, or damage to or injury
<br /> to real estate, or personal property, in any way resulting from, arising out of, in connection with,
<br /> or pursuant to an agreement and contract, caused by the operations of the Contractor, its agents,
<br /> retailers, employees, or any sub-Contractors in performance of the services to be conducted
<br /> including ownership, maintenance, use, operation, or control of any vehicle owned, operated,
<br /> maintained, or controlled by the Contractor.
<br /> The Contractor shall, at its own expense, appear, defend, and pay all reasonable fees of attorneys
<br /> and all costs and other expenses arising there from or incurred in connection therewith; and if
<br /> any judgments shall be rendered against the City of Decatur in any such action, the Contractor
<br /> shall, at its own expense, satisfy and discharge same.
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