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VIM ASSIGNABILITY
<br />None of the duties of, or work to be performed by, SUBRECIPIENT under this Agreement shall be
<br />subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY.
<br />SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY.
<br />No subcontract or assignment shall terminate or alter the legal obligations of SUBRECIPIENT pursuant to this
<br />Agreement.
<br />WEE111:[I�. t ul
<br />SUBRECIPIENT shall indemnify, -defend and save harmless CITY, its officers, employees, agents,
<br />representatives and volunteers from and against any and.all damages to or for loss of use of property and for
<br />injuries to or death of any person or persons, including property and employees or agents of CITY, and shall
<br />defend, indemnify and save harmless CITY, its officers, employees, agents, representatives and volunteers
<br />from and against any and all claims; demands, suits, actions or proceedings of any kind or nature, including,
<br />but not by way of limitation, workers compensation claims and including attorney fees and reasonable expenses
<br />for litigation or settlement, resulting from or arising out of the negligent or wrongfid acts, errors or omissions
<br />of SUBRECIPIENT, its officers, directors, employees, agents, subcontractors and suppliers arising out of
<br />SUBRECIPIENT's performance of this Agreement.
<br />X.INSURANCE
<br />1. Commercial General Liability. SUBRECIPIENT agrees to obtain and keep in force
<br />during the tern of this Agreement a policy of comprehensive commercial public liability insurance insuring
<br />the CITY, and SUBRECIPIENT against any liability for accident, injury or death arising out of or in
<br />consequence of this Agreement. Such insurance shall be in an amount not less than One Million Dollars
<br />($1,000,000.00) for any injury to or death of any person or persons in any single accident or occurrence.
<br />Said policy of comprehensive liability insurance shall be endorsed to provide to CITY at least thirty (30)
<br />days written notice prior to cancellation; name CITY, its officers, agents, employees, and volunteers,
<br />additional insured; and state that such coverage is primary to any other coverage or self-insurance and
<br />CITY. Governmental entities may provide proof of self-insurance.
<br />(a) Such insurance shall: (1) name the City of Santa Ana, its officers, agents,
<br />representatives, employees and volunteers as additional insured's; (2) be primary with respect to insurance
<br />or self-insurance programs maintained by the CITY; (3) contain standard separation of insured's provisions;
<br />and (4) give to CITY prompt and timely notice of claim made or suit instituted arising out of
<br />SUBRECIPIENT's operations hereunder.
<br />(b) SUBRECIPIENT shall: (1) prior to exercising any right under this Agreement,
<br />furnish properly executed certificates of insurance and additional insured endorsement to the CITY which
<br />shall clearly evidence all coverages required above; (2) provide that such insurance shall not be materially
<br />changed or terminated except on 30 days prior written notice to the CITY; (3) maintain such insurance for
<br />the period covered by this Agreement; and (4) replace such certificates for policies expiring prior to the
<br />expiration of this Agreement
<br />2. Automobile Liability Coverage. SUBRECIPIENT shall also obtain and maintain, during
<br />the effective period of this Agreement, broad form automobile liability coverage with a $1,000,000 limit
<br />unless reduced by CITY, which applies to both owned/leased and non -owned automobiles used by
<br />SUBRECIPIENT employees or participants in performance of this Agreement, or, in the event that
<br />SUBRECIPIENT will not utilize such owned/leased automobiles but intends to require employees,
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