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UINNIVINIX5I
<br />This Agreement shall commence the date first written above and continue until August 31,
<br />2024, unless terminated earlier in accordance with Section 13, below.
<br />4. INDEPENDENT CONTRACTOR
<br />Consultant shall, during the entire term of this Agreement, be construed to be an independent
<br />Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed
<br />to create an employer -employee relationship, a joint venture relationship, or to allow the City to
<br />exercise discretion or control over the professional manner in which Consultant performs the services
<br />which are the subject matter of this Agreement; however, the services to be provided by Consultant
<br />shall be provided in a manner consistent with all applicable standards and regulations governing such
<br />services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment
<br />insurance and similar taxes relating to employees and shall be responsible for all applicable
<br />withholding taxes.
<br />5. INSURANCE
<br />CIT shall procure and maintain for the duration of the contract insurance against claims for security
<br />breaches, system failures, injuries to persons, damages to software, or damages to property
<br />(including computer equipment) which may arise from or in connection with the performance of
<br />the work hereunder by CIT, its agents, representatives, or employees. CIT shall procure and
<br />maintain for the duration of the contract insurance claims arising out of their services and including,
<br />but not limited to loss, damage, theft or other misuse of data, infringement of intellectual property,
<br />invasion of privacy and breach of data.
<br />MINIMUM SCOPE AND LIMIT OF INSURANCE
<br />Coverage shall be at least as broad as:
<br />1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering
<br />CGL on an "occurrence" basis, including products and completed operations, property damage,
<br />bodily injury and personal & advertising injury with limits no less than $1,000,000 per
<br />occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply
<br />separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall
<br />be twice the required occurrence limit.
<br />2. Workers' Compensation insurance as required by the State of California, with Statutory
<br />Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident
<br />for bodily injury or disease.
<br />Cyber Liability Insurance, with limits not less than $2,000,000 per occurrence or claim,
<br />$2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and
<br />obligations as is undertaken by CIT in this agreement and shall include, but not be limited to,
<br />claims involving security breach, system failure, data recovery, business interruption, cyber
<br />extortion, social engineering, infringement of intellectual property, including but not limited to
<br />infringement of copyright, trademark, trade dress, invasion of privacy violations, information
<br />theft, damage to or destruction of electronic information, release of private information, and
<br />alteration of electronic information. The policy shall provide coverage for breach response
<br />costs, regulatory fines and penalties as well as credit monitoring expenses.
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