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waive Consultant's obligation to provide them. Customer reserves the right to require complete,
<br /> certified copies of all required insurance policies, including endorsements required by these
<br /> specifications, at any time.
<br /> Subcontractors
<br /> Consultant shall require and verify that all subcontractors maintain insurance meeting all the
<br /> requirements stated herein.
<br /> Special Risks or Circumstances
<br /> Customer reserves the right to modify these requirements, including limits, based on the nature of
<br /> the risk,prior experience, insurer, coverage, or other special circumstances.
<br /> Failure to Maintain Insurance Coverage
<br /> If Consultant, for any reason, fails to maintain insurance coverage, which is required pursuant to
<br /> this Agreement, for the entire term of this contract, the same shall be deemed a material breach of
<br /> Agreement. Customer, at its sole option, may terminate this Agreement at any time and obtain
<br /> damages from Consultant resulting from said breach.
<br /> 7. INDEMNIFICATION
<br /> Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers,
<br /> agents, employees, contractors, 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 Consultant, its subcontractors, agents, employees, or other persons
<br /> acting on its behalf which relates to the services described in section 1 of this Agreement; and (2)
<br /> from any claim that personal injury, damages,just compensation, restitution,judicial or equitable
<br /> relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and
<br /> hold harmless agreement applies to all claims for damages,just compensation,restitution,judicial
<br /> or equitable relief suffered, or alleged to have been suffered,by reason of the events referred to in
<br /> this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant
<br /> further agrees to indemnify,hold harmless, and pay all costs for the defense of the City, including
<br /> fees and costs for special counsel to be selected by the City, regarding any action by a third party
<br /> challenging the validity of this Agreement, or asserting that personal injury, damages, just
<br /> compensation, restitution,judicial or equitable relief due to personal or property rights arises by
<br /> reason of the terms of, or effects arising from this Agreement. City may make all reasonable
<br /> decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing,
<br /> to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity
<br /> shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of,
<br /> pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
<br /> 8. INTELLECTUAL PROPERTY INDEMNIFICATION
<br /> Consultant shall defend and indemnify the City, its officers, agents, representatives, and
<br /> employees against any and all liability, including costs, for infringement of any United States'
<br /> letters patent,trademark, or copyright infringement,including costs,contained in the work product
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