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CITY OF SANTA ANA
<br />security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible
<br />for all applicable withholding taxes.
<br />5. OWNERSHIP OF MATERIALS
<br />This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or
<br />sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies,
<br />drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression,
<br />including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes,
<br />which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data").
<br />Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual
<br />license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and
<br />warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such
<br />representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City
<br />shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not
<br />within the purposes intended by this Agreement shall be at City's sole risk.
<br />6. INSURANCE
<br />Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require
<br />its subcontractors, if any, to obtain and maintain insurance as described below:
<br />a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability
<br />insurance naming the City, its officers, employees, agents, volunteers and representatives as
<br />additional insured(s) and shall include, but not be limited to protection against claims arising from
<br />bodily and personal injury, including death resulting therefrom and damage to property, resulting
<br />from any act or occurrence arising out of Contractor's operations in the performance of this
<br />Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall
<br />be not less than the following: single limit coverage applying to bodily and personal injury, including
<br />death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence.
<br />Such insurance shall (a) name the City, its officers, employees, agents, and representatives as
<br />additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance
<br />programs maintained by the City; and (c) contain standard separation of insureds provisions.
<br />b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less
<br />than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -
<br />owned automobiles.
<br />C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor
<br />Code, Contractor, if Consultant has any employees, is required to be insured against liability for
<br />worker's compensation or to undertake self-insurance. Prior to commencing the performance of
<br />the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability
<br />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
<br />coverage greater than those listed by this Agreement, the amounts provided by the
<br />certificates of insurance shall be incorporated by reference into the Agreement.
<br />RFP No. 21-099 Downtown Unarmed Security Guard Services Page 22 of 39
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