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<br />employment. Each party to this Agreement acknowledges that no representations, inducements,
<br />promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
<br />behalf of any party which are not embodied herein, and that no other agreement or amendment
<br />hereto shall be effective unless executed in writing and signed by both the City and Contractor.
<br />
<br />7. INDEMNIFICATION
<br />
<br />Contractor shall defend, indemnify and save harmless the City of Santa Ana, and its
<br />officers, agents, and employees, from any and all claims, demands, suits, actions or proceedings
<br />of any kind or nature (including workers' compensation claims and unemployment insurance
<br />claims) for damages to property and/or physical injury or death of any person in any way
<br />resulting from or arising out ofthe operations and acts of Contractor, its agents, employees or
<br />subcontractors, in the performance of this Agreement.
<br />
<br />8. INDEPENDENT CONTRACTOR
<br />
<br />Contractor is an independent contractor and not an employee ofthe City. Contractor shall
<br />be responsible for the payment of all salaries, wages, bonuses, Social Security Workers
<br />Compensation, taxes, Federal and State Unemployment Insurance and any and all taxes relating
<br />to the personnel fumished pursuant to this Agreement. Contractor is responsible for withholding
<br />State and Federal Income Taxes and FICA taxes and shall provide Workers Compensation for its
<br />personnel. The Contractor shall also comply with all laws relating to employees, such as wage
<br />and hour laws, safety and health requirements, and collective bargaining laws.
<br />
<br />9. INSURANCE
<br />
<br />Prior to undertaking performance of work under this Agreement, Contractor shall maintain
<br />and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
<br />
<br />a. Commercial General Liability Insurance. Contractor shall maintain commercial
<br />general liability insurance naming the City, its officers, employees, agents, volunteers and
<br />representatives as additional insured(s) and shall include, but not be limited to protection against
<br />claims arising from bodily and personal injury, including death resulting therefrom and damage
<br />to property, resulting from any act or occurrence arising out of Contractor's operations in the
<br />performance ofthis Agreement, including, without limitation, acts involving vehicles. The
<br />amounts of insurance shall be not less than the following: single limit coverage applying to
<br />bodily and personal injury, including death resulting therefrom, and property damage, in the total
<br />amount of $1 ,000,000 per occurrence. Contractor shall supply City with a fully executed
<br />additional insured endorsement in substantially the form attached hereto as Exhibit D upon
<br />execution of this Agreement and shall be approved in form by the City Attorney.
<br />
<br />b. Business automobile liability insurance, or equivalent form, with a combined single
<br />limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
<br />owned, hired and non-owned automobiles.
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<br />Page 27 of 35
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