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liability insurance with limits not less than $1,000,000 per accident.
<br />d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional
<br />liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000
<br />per claim with $2,000,000 in the aggregate.
<br />e. The following requirements apply to the insurance to be provided by Consultant pursuant to this
<br />section:
<br />i. Consultant shall maintain all insurance required above in full force and effect for the entire
<br />period covered by this Agreement.
<br />ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement
<br />and shall be approved by the City.
<br />iii. Certificates and policies shall state that the policies shall not be canceled or reduced in
<br />coverage or changed in any other material aspect without thirty (30) days prior written
<br />notice to the City.
<br />iv. Where the amounts or coverage provided by the certificates of insurance provides coverage
<br />greater than those listed by this Agreement, the amounts provided by the certificates of
<br />insurance shall be incorporated by reference into the Agreement.
<br />V. Consultant shall supply City with a fully executed additional insured endorsement.
<br />f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails
<br />or refuses to furnish the City with required proof that insurance has been procured and is in force
<br />and paid for, the City shall have the right, at the City's election, to forthwith terminate this
<br />Agreement. Such termination shall not affect Consultant's right to be paid for its time and
<br />materials expended prior to notification of termination. Consultant waives the right to receive
<br />compensation and agrees to indemnify the City for any work performed prior to approval of
<br />insurance by the City.
<br />7. INDEMNIFICATION
<br />Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents,
<br />employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just
<br />compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death,
<br />and claims for property damage, which may arise from the negligent operations of the Consultant, its
<br />subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in
<br />section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity
<br />and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable
<br />relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of
<br />the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless,
<br />and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the
<br />City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal
<br />injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises
<br />by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with
<br />respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's
<br />services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by
<br />Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or
<br />willful misconduct of the Consultant.
<br />8. INTELLECTUAL PROPERTY INDEMNIFICATION
<br />City of Santa Ana RFP 18-103
<br />2W21
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