Indemnification_2026_Vendor.doc

DOC document 37 KB Posted

Attached to
Traffic Safety Software
Solicitation number
2026-RFP-108
Issued by
Polk County, Florida

About this file

This is an indemnification agreement template for the City of Lakeland, Florida, establishing vendor liability and hold harmless provisions for contracted services and products. The agreement obligates vendors to defend, indemnify, and hold harmless the City, its officers, directors, agents, and employees from all liabilities, damages, losses, and costs—including direct, indirect, and consequential damages—arising from the vendor's negligence, recklessness, or intentional misconduct in furnishing products or services. The indemnification obligation extends to claims by vendor employees and applies regardless of limitations on workers' compensation, disability benefits, insurance coverage amounts, or types of damages. Vendors must select either a timeframe of up to five years during which the agreement applies to all City contracts and purchase orders, or limit the agreement to a specific bid, purchase order, requisition, or contract. The agreement requires a waiver of subrogation for all required insurance policies unless the insurer prohibits such an endorsement or the policy voids coverage under such conditions.

The agreement includes provisions requiring vendors to request policy endorsements for waiver of transfer of rights of recovery against others when necessary. Upon the vendor's acceptance of final payment, all claims and liability are released to the City and its agents for any work performed or furnished. The agreement explicitly states that if any terms conflict with Florida Statutes Sections 725.06 and 725.08, the agreement shall be modified to comply with applicable state law and contain only enforceable provisions to the greatest extent permitted by Florida law. The document requires notarization and execution by a vendor representative with appropriate identification and oath verification, effective June 3, 2026.

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Text version

Hold Harmless/Indemnification

Vendor To the fullest extent permitted by laws and regulations, and in consideration of the amount stated on any Purchase Order, the Vendor shall defend, indemnify, and hold harmless the City, its officers, directors, agents, guests, invitees, and employees from and against all liabilities, damages, losses, and costs, direct, indirect, or consequential (including but not limited to reasonable fees and charges of engineers, architects, attorneys, and other professionals and court and arbitration costs) arising out of or resulting from any acts of negligence, recklessness or intentional wrongful misconduct related to the product by the Vendor or any person or organization directly or indirectly employed by Vendor in furnishing the product or anyone for whose acts any of them may be liable.

In any and all claims against the City, or any of its officers, directors, agents, or employees by any employee of the Vendor, any person or organization directly or indirectly employed by Vendor in furnishing the product or anyone for whose acts any of them may be liable, this indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Vendor or other person or organization under workers’ or workmen’s compensation acts, disability benefit acts, or other employee benefit acts, nor shall this indemnification obligation be limited in any way by any limitation on the amount or type of insurance coverage provided by the City or the Vendor. To the extent this Indemnification conflicts with any provision of Florida Law or Statute, this indemnification shall be deemed to be amended in such a manner as to be consistent with such Law or Statute.

Check One and Complete: It is the express intent of the Vendor that this agreement shall apply for the timeframe or project(s) indicated below.

Timeframe: You may select up to five (5) years. This agreement is applicable to all contracts, purchase orders, and other work performed for the City of Lakeland within the dates specified.

_______________________________ to _______________________________.

(Date) (Date)

(OR)

Project(s): Agreement is limited to Bid # ___________________, PO/REQ # _______________, or Contract dated______________.

Subrogation: The Vendor agrees by entering into this contract to a Waiver of Subrogation for each required policy herein. When required by the insurer, or should a policy condition not permit Vendor to enter into a pre-loss agreement to waive subrogation without an endorsement, then Vendor agrees to notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy, which includes a condition specifically prohibiting such an endorsement, or voids coverage should Vendor enter into such an agreement on a pre-loss basis.

Release of Liability: Acceptance by the Vendor of the last payment shall be a release to the City and every officer and agent thereof, from all claims and liability hereunder for anything done or furnished for, or relating to the work, or for any act or neglect of the City or of any person relating to or affecting the work.

Savings Clause:

The parties agree that to the extent the written terms of this Indemnification conflict with any provisions of Florida laws or statutes, in particular Sections 725.06 and 725.08 of the Florida Statutes, the written terms of this indemnification shall be deemed by any court of competent jurisdiction to be modified in such a manner as to be in full and complete compliance with all such laws or statutes and to contain such limiting conditions, or limitations of liability, or to not contain any unenforceable, or prohibited term or terms, such that this Indemnification shall be enforceable in accordance with and to the greatest extent permitted by Florida Law.

Name of Organization

BY:

Signature of Owner or Officer

E-Mail Address

STATE OF : ________________________

Organization Phone Number

COUNTY OF: ________________________

The foregoing instrument was acknowledged before me, by means of physical presence, this _____ day of _____________, 2026.

by ______________________________, of _____________________________________.

Printed Name of Owner / Officer

Corporate or Company Name

If Applicable - DBA’s or Subsidiaries.

He/She is personally known to me or has produced ________________________________ as

State Drivers License Number identification, and did _______ / did not ______ take an oath.

Signature of Person Taking Acknowledgment

Printed Name of Person Taking Acknowledgment

Notary Seal

Revised: June 3, 2026

File details come from the government source that posted it. Updated .