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written notice has been given to City. Ten (10) days prior written notice shall be
<br />provided to City for policy cancellation or non -renewal due to non-payment.
<br />(3) Certificate Holder: On each evidence of insurance certificate, certificate holder
<br />shall be: City of Santa Ana, 20 Civic Center Plaza, Santa Ana, CA 92701.
<br />(4) Acceptability of Insurers: Insurance is to be placed with insurers authorized to
<br />conduct business in the state with a current A.M. Best's rating of no less than
<br />A: VII, unless otherwise acceptable to the City.
<br />(5) Verification of Coverage: Provider shall furnish the City with original Certificates
<br />of Insurance including all required amendatory endorsements (or copies of the
<br />applicable policy language effecting coverage requiredby this clause.
<br />(6) Special Risks or Circumstances: City reserves the right to modify these
<br />requirements, including limits, based on the nature of the risk, prior experience,
<br />insurer, coverage, or other special circumstances.
<br />6. INDEMNIFICATION
<br />Provider agrees to and shall indemnify, defend and hold harmless the City, its officers,
<br />agents, employees, consultants, special counsel, and representatives from liability: (1) 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 Provider or its contractors, subcontractors, 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 />to the extent that the injury, damages, just compensation, restitution, judicial or equitable relief is
<br />caused by the negligence of the Provider. This indemnity and hold harmless agreement applies to
<br />all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or
<br />alleged to have been suffered, by reason of the events referred to in this Section or by reason of
<br />the terms of, or effects, arising from this Agreement. City may make all reasonable decisions with
<br />respect to its representation in any legal proceeding. In no case will Provider be required to
<br />indemnify or hold harmless the City from injury, damages, just compensation, restitution, judicial
<br />or equitable relief caused by the negligence of the City.
<br />7. CONFIDENTIALITY
<br />If Provider receives from the City information which due to the nature of such information
<br />is reasonably understood to be confidential and/or proprietary, Provider agrees that it shall not use
<br />or disclose such information except in the performance of this Agreement, and further agrees to
<br />exercise the same degree of care it uses to protect its own information of like importance, but in
<br />no event less than reasonable care. "Confidential Information" shall include all nonpublic
<br />information, including but not limited to student records. Confidential information includes not
<br />only written information, but also information transferred orally, visually, electronically, or by
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