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<br />D. LIABILITY: The Orange County Superintendent of Schools/OCDE ("OCDE") and
<br />CCPA shall not be liable to the City of Santa Ana for personal injury or property damage
<br />sustained by the City of Santa Ana in the performance of this agreement whether caused
<br />by the OCDE and COPA, its officers, employees, or by third persons, except if arising
<br />from or caused by the negligence or willful misconduct of the OCDE, COPA, its officers,
<br />employees, or third parties under the control of OCDE or COPA.
<br />E. INDEPENDENT CONTRACTOR: While engaged in performance of this agreement
<br />the City of Santa Ana is an independent contractor and is not an officer, agent, or
<br />employee of the OCDE and CCPA. The City of Santa Ana is not entitled to benefits of
<br />any kind to which OCDE and CCPA's employees are entitled, including but not limited
<br />to unemployment compensation, workers' compensation, health insurance and retirement
<br />benefits. The City of Santa Ana assumes full responsibility for the acts and/or omissions
<br />of the City of Santa Ana employees or agents as they relate to performance of this
<br />agreement. The City of Santa Ana assumes full responsibility for workers' compensation
<br />insurance, and payment of all federal, state and local taxes or contributions, including but
<br />not limited to unemployment insurance, social security, Medicare and income taxes with
<br />respect to the City of Santa Ana and their employees.
<br />F. CONFLICT OF INTEREST: The City of Santa Ana represents that the City of Santa
<br />Ana has no existing financial interest and will not acquire any such interest, direct or
<br />indirect, which could conflict in any manner or degree with the performance of services
<br />required under this agreement and that no person having any such interest shall be
<br />subcontracted in connection with this agreement, or employed by the City of Santa Ana.
<br />The City of Santa Ana shall not conduct or solicit any non-OCDE or non-CCPA business
<br />while on OCDE and CCPA property or time.
<br />G. EQUAL EMPLOYMENT OPPORTUNITY: It is the policy of the OCDE and CCPA
<br />that, in connection with all work performed under OCDE and CCPA agreements, there
<br />shall be no discrimination against any employee or applicant for employment because of
<br />race, color, religious creed, national origin, ancestry, marital status, sex, sexual
<br />orientation, age, military or veteran status, disability or medical condition and therefore,
<br />the City of Santa Ana agrees to comply with applicable federal and state laws.
<br />H. GOVERNING LAW: The validity, interpretation and performance of this agreement
<br />shall be determined according to the laws of the State of California, with venue in Orange
<br />County.
<br />1. INSURANCE: The 'Parties shall, at their sole cost and expense, maintain in full force
<br />and effect, during the term of this Agreement, the following insurance coverage,
<br />sufficient to cover any claims, damages, liabilities, costs and expenses (including counsel
<br />fees) arising out of or in connection with the fulfillment of any of their obligations under
<br />this Agreement:
<br />1) Commercial General Liability Insurance, including both bodily injury and personal
<br />injury, including death resulting therefrom, and property damage, in the total amount
<br />of $1,000,000 per occurrence, $2,000,000 in the aggregate.
<br />2) Business Auto Liability Insurance for owned scheduled, non -owned or Erred
<br />automobiles with a combined single limit of no less than $1 million per occurrence.
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