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<br />VIII. No later than September 1, 2011, the City will advise the District in writing of any
<br />and all service level changes or enhancements for the L-3 area that they wish to
<br />include in the solid waste and recycling contract extensions with the District's
<br />existing contractor and/or included in a Request For Proposal issued pursuant to
<br />a competitive bid type process. Such request must be reasonably attainable,
<br />and reasonably consistent with similar services provided by, or scheduled to be
<br />provided by the City's solid waste/recycling contractor for City areas not
<br />encompassing the L-3 area. The City will further issue a similar letter to the
<br />District at least one (1) year prior to the expiration date of subsequent contracts
<br />negotiated by the District
<br />
<br />IX. The City and District agree that based upon the unknown and potentially
<br />significant financial results of litigating these issues in a court of law, this
<br />agreement is in the best interest of the City, the District, and the residents and
<br />businesses in the L-3 area. Therefore, the City and the District hereby agree
<br />and endorse this agreement a~ being in the best interest of their respective
<br />constituents.
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<br />X. The City and District hereby agree that each has taken the appropriate steps
<br />necessary to authorize and approve the agreements stated herein and as
<br />confirmed in the Term Sheet Agreement executed by and between the parties
<br />as of March 7, 2006. Specifically, the City Council took action at its meetings on
<br />March 6, 2006 and March 20, 2006 and approved the terms and conditions set
<br />forth herein, and has authorized and directed the City Manager to enter into this
<br />final agreement regarding the matters stated herein. Similarly, the District has
<br />also taken action at its meeting of March 7, 2006 and March 21,2006, and
<br />approved the terms and conditions set forth herein and authorized the execution
<br />of this final agreement.
<br />
<br />XL The City shall indemnify, defend and hold harmless the District and its officials,
<br />officers, employees, agents, and volunteers from and against any and all losses,
<br />liability, claims, suits, actions, damages, and causes of action arising out of any
<br />personal injury, bodily injury, loss of life, or damage to property, or any violation
<br />of any federal, state, or municipal law or ordinance, to the extent caused, by (a)
<br />the willful misconduct, breaches ofthis Agreement, negligent violations of law,
<br />or negligent acts or omissions of the City or its officials, officers, employees,
<br />agents and volunteers, or (b) acts for which they could be held strictly liable.
<br />The foregoing obligation of the City shall not apply when (1) the injury, loss of
<br />life, damage to property, or violation of law arises wholly from the negligence or
<br />willful misconduct of the District or its officers, employees, agents, or volunteers
<br />and (2) the actions of the City or its employees, subcontractor, or agents have
<br />contributed in no part to the injury, loss of life, damage to property, or violation of
<br />law. It is understood that the duty of the City to indemnify and hold harmless
<br />includes the duty to defend as set forth in Section 2778 of the California Civil
<br />Code and authorized by Government Code Section 895.4
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<br />831339-1
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