|
provides coverage greater than those listed by this Agreement, the amounts
<br /> provided by the certificates of insurance shall be incorporated by reference
<br /> into the Agreement.
<br /> v. Consultant shall supply City with a fully executed additional insured
<br /> endorsement.
<br /> £ If Consultant fails or refuses to produce or maintain the insurance required by this
<br /> section or fails or refuses to furnish the City with required proof that insurance has
<br /> been procured and is in force and paid for, the City shall have the right,at the City's
<br /> election, to forthwith terminate this Agreement. Such termination shall not affect
<br /> Consultant's right to be paid for its time and materials expended prior to notification
<br /> of termination. Consultant waives the right to receive compensation and agrees to
<br /> indemnify the City for any work performed prior to approval of insurance by the
<br /> City.
<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: (l) 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. INTELLECTUAL PROPERTY INDEMNIFICATION
<br /> Consultant shall defend and indemnify the City, its officers, agents, representatives, and
<br /> employees against any and all liability, including costs, for infringement of any United States'
<br /> letters patent,trademark,or copyright infringement,including costs,contained in the work product
<br /> or documents provided by Consultant to the City pursuant to this Agreement.
<br /> Page 4 of 10
<br />
|