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regardless of whether or not the Entity has received a waiver of subrogation
<br />endorsement from the insurer.
<br />5) Self -Insured Retentions- Self -insured retentions must be declared to and
<br />approved by the City of Santa Ana. The City of Santa Ana may require the
<br />Consultant to purchase coverage with a lower retention or provide proof of
<br />ability to pay losses and related investigations, claim administration, and
<br />defense expenses within the retention. The policy language shall provide,
<br />or be endorsed to provide, that the self -insured retention may be satisfied
<br />by either the named insured or the City of Santa Ana.
<br />6) Failure to provide or maintain insurance coverage as required by this
<br />Agreement is grounds for immediate terminate of this Agreement.
<br />7. INDEMNIFICATION
<br />Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers,
<br />agents, employees, contractors, special counsel, and representatives from liability: (1) for personal
<br />injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for
<br />personal injury, including death, and claims for property damage, which may arise from the
<br />negligent operations of the Consultant, its subcontractors, agents, employees, or other persons
<br />acting on its behalf which relates to the services described in section 1 of this Agreement; and (2)
<br />from any claim that personal injury, damages, just compensation, restitution, judicial or equitable
<br />relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and
<br />hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial
<br />or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in
<br />this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant
<br />further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including
<br />fees and costs for special counsel to be selected by the City, regarding any action by a third party
<br />challenging the validity of this Agreement, or asserting that personal injury, damages, just
<br />compensation, restitution, judicial or equitable relief due to personal or property rights arises by
<br />reason of the terms of, or effects arising from this Agreement. City may make all reasonable
<br />decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing,
<br />to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity
<br />shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of,
<br />pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
<br />8. BACKGROUND CHECK PROVISIONS
<br />Consultant shall not assign any employee, agent, subcontractor or volunteer to provide
<br />services pursuant to this Agreement, if that employee, agent, subcontractor or volunteer is required
<br />to register as a sex offender under California Penal Code Section 290 et seq, has a conviction for
<br />any crime of moral turpitude, has a conviction for a violent felony as defined in California Penal
<br />Code Section 667.5(c), or has a conviction for a serious felony as defined in California Penal Code
<br />Section 1192.7(c). Disqualifying convictions include but are not limited to, violations of California
<br />Penal Code Sections 37, 128, 136. 1 with Section 186. 22, 187, 190- 190.4 and 192(a), 205, 206,
<br />207- 209.5, 211, 212, 212. 5, 213, 214, 215, 218- 219, 220, 236.1(b) or 236.1(c), 243.4, 261, 261.5,
<br />273.5, 262, 264.1, 266, 266c, 266h, 266i, 266j, 267, 269, 272, 273a, 273ab, 273d, 285, 286, 288,
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