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or reduced in coverage or changed in any other material aspect without
<br />thirty (30) days prior written notice to the City.
<br />5. If Contractor fails or refuses to produce or maintain the insurance required by this
<br />section or fails or refuses to furnish the City with required proof that insurance
<br />has been procured and is in force and paid for, the City shall have the right, at
<br />the City's election, to forthwith terminate this contract. Such termination shall not
<br />affect Contractor's right to be paid for its time and materials expended prior to
<br />notification of termination. Contractor waives the right to receive compensation
<br />and agrees to indemnify the City for any work performed prior to approval of
<br />insurance by the City.
<br />G. HOLD HARMLESS/ INDEMNIFICATION
<br />To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold
<br />harmless City, its officers, agents, and employees (collectively, the "indemnified
<br />parties") from and against any and all claims (including, without limitation, claims for
<br />bodily injury, death, or damage to property), demands, obligations, damages,
<br />actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs,
<br />and expenses (including, without limitation, attorney's fees, disbursements, and court
<br />costs) of every kind and nature whatsoever (individually, a claim; collectively,
<br />"claims"), which may arise from or in any manner related (directly or indirectly) to any
<br />work performed or services provided under this contract (including, without limitation,
<br />defects in workmanship and/or materials) or Contractor's presence or activities
<br />conducted performing the work (including the negligent and/or willful acts, errors,
<br />and/or omissions of Contractor, its principals, officers, agents, employees, vendors,
<br />suppliers, Contractors, subcontractors, or anyone employed directly or indirectly by
<br />any of them, or for whose acts they may be liable for any or all of them).
<br />Notwithstanding the foregoing, nothing herein shall be construed to require
<br />Contractor to indemnify the indemnified parties from any claim arising from the sole
<br />negligence or willful misconduct of the indemnified parties. Nothing in this indemnity
<br />shall be construed as authorizing any award of attorney's fees in any action on or to
<br />enforce the terms of this contract. This indemnity shall apply to all claims and liability
<br />regardless of whether any insurance policies are applicable. The policy limits do not
<br />act as a limitation upon the amount of indemnification to be provided by the
<br />Contractor.
<br />H. NOTICE
<br />Any notice, tender, demand, delivery, or other communication pursuant to this
<br />agreement shall be in writing and shall be deemed to be properly given if delivered in
<br />person; mailed by first class or certified mail, postage prepaid; sent by telefacsimile
<br />communication; or via e-mail to the following persons:
<br />To City: Clerk of the Council
<br />City of Santa Ana
<br />20 Civic Center Plaza (M-30)
<br />Santa Ana, CA 92701
<br />Fax 714-647-6956
<br />With courtesy copy to: Executive Director, Public Works Agency
<br />25F-9
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