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City of Paris <br />150 SE First St <br />Paris TX 75460 <br />1, Professional Liability Insurance to provide coverage against any <br />claim which the consultant and all consultants engaged or employed <br />by the consultant become legally obligated to pay as damages arising <br />out of the performance of professional services caused by error, <br />omission or negligent act with minimum limits of $1,000,000 per <br />claim, $1,000,000 annual aggregate. <br />B. All insurance shall be purchased from an insurance company that meets a <br />financial rating of B+VI or better as assigned by A.M. Best Company or <br />equivalent. <br />C. The CONSULTANT shall notify CITY in writing at least thirty (30) days prior <br />to CONSULTANT cancelling or making any material change to any <br />coverage(s) provided in, or through, the insurance policies required under <br />this Section IX. Failure by CONSULTANT to provide CITY the notice <br />required hereunder may, in the sole discretion of CITY, be deemed a <br />material breach of this Agreement. <br />X. <br />Right to Inspect Records <br />CONSULTANT agrees that CITY shall have access to and the right to <br />examine any books, documents, papers and records of CONSULTANT involving <br />transactions relating to this Contract. CITY shall give CONSULTANT reasonable <br />advance notice of intended audits. <br />CONSULTANT further agrees to include in subcontract(s), if any, a <br />provision that any subconsultant agrees that CITY shall have access to and the <br />right to examine any directly pertinent books, documents, papers and records of <br />such sub -consultant involving transactions to the subcontract. CITY shall give <br />any such sub -consultant reasonable advance notice of intended audits. <br />XI. <br />Successors and Assn ns <br />CITY and CONSULTANT each bind themselves and their successors, <br />executors, administrators and assigns to the other party to this contract and to the <br />successors, executors, administrators and assigns of such other party in respect <br />to all covenants of this Contract. Neither CITY nor CONSULTANT shall assign or <br />transfer its interest herein without the prior written consent of the other. <br />Professional Services Contract <br />DeadCat Media, LLC Page 5 of 17 <br />