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The City reserves the right to require complete, certified copies of all required
<br />insurance policies, including endorsements required by these specifications, at
<br />any time.
<br />(9) Subcontractors: Provider shall require and verify that all subcontractors
<br />maintain insurance meeting all the requirements stated herein, and Provider
<br />shall ensure that City is an additional insured on insurance required from
<br />subcontractors.
<br />(10) Special Risks or Circumstances: City reserves the right to modify these
<br />requirements, including limits, based on the nature of the risk, prior
<br />experience, insurer, coverage, or other special circumstances.
<br />8. INDEMNIFICATION
<br />Provider agrees to defend, and shall indemnify and hold harmless the City, its officers,
<br />agents, employees, consultants, special counsel, and representatives from liability: (1) for
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of
<br />claims for personal injury, including death, and claims for property damage, which may arise
<br />from the negligent operations of the Provider or its subconsultants, agents, employees, or other
<br />persons acting on their behalf which relates to the services described in section 1 of this
<br />Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement.
<br />This indemnity and hold harmless agreement applies to all claims for damages, just
<br />compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered,
<br />by reason of the events referred to in this Section or by reason of the terms of, or effects, arising
<br />from this Agreement. The Provider further agrees to indemnify, hold harmless, and pay all costs
<br />for the defense of the City, including fees and costs for special counsel to be selected by the City,
<br />regarding any action by a third party challenging the validity of this Agreement, or asserting that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief due to
<br />personal or property rights arises by reason of the terns of, or effects arising from this
<br />Agreement. City may make all reasonable decisions with respect to its representation in any
<br />legal proceeding. Notwithstanding the foregoing, to the extent Provider's services are subject to
<br />Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil
<br />Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness,
<br />or willful misconduct of the Provider.
<br />9. INTELLECTUAL PROPERTY INDEMNIFICATION
<br />Provider shall defend, indemnify and hold harmless the City, its officers, agents,
<br />representatives, and employees against any and all liability, including costs, and attorney's fees,
<br />for infringement of any United States' letters patent, trademark, or copyright contained in the
<br />work product or documents provided by Provider to the City pursuant to this Agreement.
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