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CITY may consider the Hardware abandoned and may remove such Hardware at VIMOC's cost. SECTION 9. THIRD PARTY PROVIDERS. 9.1 Third-Partv Applications. VIMOC does not warrant or support Third-Party Applications, whether or not they are designated by VIMOC as"certified" or otherwise. 9.2 Third-Partv Aqalications and CITY Data. If CITY initiates Third-Party Applications for use with the Landscape Computing Solution, CITY acknowledges that VIMOC may allow providers of those Third-Party Applications to access CITY Data as required for the interoperation of such Third-Party Applications with the Landscape Computing Solution. VIMOC shall not be responsible for any disclosure, modification or deletion of CITY Data resulting from any such access by Third-Party Application providers. 9.3 Apqlication Pro�raminq Interface. VIMOC will grant the CITY designated Third-Party Providers access to CITY DATA and a limited free license to Landscape Computing Application Programing Interface(API)for the purpose of this Pilot and the duration of the project. SECTION 10. INDEMNITY. 10.1 VIMOC will defend, indemnify and hold harmless City, and its officers, agents, employees and volunte�rs firom and against all claims, damages, losses and expenses including a#tomey fees arising out of the performanr,e of the services, caused in whole or in �rt by the willful misconduct or a�y negli�ent ac� or omission of VIMOC, any VIMOC subcontrac�cx, anyone directly or indiret�ly employed by any of them or anyone for wtwss acts any of them may be liable, except wt�re caused by the sole negligence or willful misconduct of City. Further,VIMOC shail defend, inrfemnify, save and hoki hannless Ci#y from and against any claims, losses, damages, fees, costs and expenses incurred by Ciiy arising out of or in connec#ion with a third party's claim of infringement or alleged ir�fringement of any Uni#ed Stattes paten#, �pyright, trademark, trade or b�siness secret, service mark or any other proprietary righ# baseci solely on the use or design of any Hardware fumished her�under and used by City strictly in accordance with the terms of this Agreement provided tha#: 1) City promptly, and in any event, within ten (10) days of becoming aware of the claim, notifies VIMOC in writing of such claims; Z) City fully cooperates with VIMOC in assisting in the defense or settlement of such claims; and 3)VIMOC has the sole right to conduct the defense of such claim or to settle such claim. In addition, in the event any such HarrJware fumished hereunder ar� held in such suit to be ir�fringing or misappropriating or their use by Ci#y is snjoin�or limited in any manrter, or VIMOC believes that such hoiding or enjoining is likely, VIMOC shall no#ify the Cty and remove the Hardware a# its expense Notwithstanding#he foregoing, VIMOC shall no# be liable for any claim based on the combination or use of the Hardware with any o#her equipment or software na# suppiied or authorized by VIMOC, or any claim based on City's possession or use of any altered version of the Hardware unless such altera#ion has been performed or authorized by VIMOC. REV:09-02-15 VR Page 5 of 11 ATTY/AGR.2015.210NIMOC pilot