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<br />Agency, City and Sandpointe, and their officers, agents, and employees, from any and all claims,
<br />demands, suits, actions, or proceedings of any kind or nature, including, but not by way of limitation,
<br />workers' compensation claims of or by anyone whomsoever, in any way resulting from the negligent
<br />or wrongful acts or omissions of Nexus or Geneva Commons or their respective employees, agents
<br />or subcontractors. For itself and no other, Sandpointe agrees to hold harmless Agency, City and
<br />their respective officers, directors, agents and employees from and against all damages to property or
<br />injuries to or death of any person or persons, iri any way resulting from the negligent or wrongful
<br />acts or omissions of Nexus or Geneva Commons, or their respective employees, agents or
<br />subcontractors. This Agreement shall not be interpreted or construed to obligate Sandpointe, its
<br />officers, directors or agents, or the Neighborhood to defend, indemnify or to answer in any way for
<br />the Agency the City or their respective officers, directors, agents or employees for such claims.
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<br />B. Prior to the commencement of construction, Nexus or any other party working within
<br />the real property of the City or Agency, shall obtain at its sole cost and file with the City and
<br />Agency, and maintain for the period covered by this Agreement, a policy or policies ofliability
<br />insurance or a certificate of such insurance, consistent with this Agreement, naming Agency, the
<br />City and Sandpointe, their officers, directors, agents, and employees, as insured or additional
<br />insured, which provides coverage not less than that provided in the form of a comprehensive general
<br />liability insurance policy against liability for any and all claims and suits for damages or injuries to
<br />persons or property resulting from or arising out of operations of Nexus, its officers, directors,
<br />agents, or employees. Said policy or policies of insurance shall provide coverage for both bodily
<br />injury and property damage in not less than One Million Dollars ($1,000,000) combined single limit,
<br />or its equivalent. Said policy or policies shall also contain a provision that no termination,
<br />cancellation, or change of coverage of insured shall be effective until after thirty (30) days notice
<br />thereof has been given in writing to City and Agency. Nexus shall give to Agency and City prompt
<br />and timely notice of claim made or suit instituted arising out of Nexus operations hereunder. Nexus
<br />may procure and maintain, at its own cost and expense, any additional kinds and amounts of
<br />insurance, which in its own judgment may be necessary for its proper protection in the prosecution
<br />of the work. All insurance policies shall be written by responsible and solvent insurance companies
<br />and shall include an additional insured endorsement in substantially the form of Exhibit D, attached
<br />hereto and incorporated herein by this reference
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<br />9. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS.
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<br />Nexus shall carry out the design, construction, and operation of the Nexus Improvements in
<br />substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders,
<br />and decrees of the United States, the State of California, the County of Orange, the City, or any other
<br />political subdivision in which the Property is located, and of any other political subdivision, agency,
<br />or instrumentality exercising jurisdiction over the City or Nexus, including all applicable federal,
<br />state, and local occupation, safety and health laws, rules, regulations and standards, applicable state
<br />and labor standards, applicable prevailing wage requirements, the City zoning and development
<br />standards, City permits and approvals, building, plumbing, mechanical and electrical codes, and all
<br />other provisions of the City and its Municipal Code, and all applicable disabled and handicapped
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