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or reduced in coverage or changed in any other material aspect without thirty (30) days prior
<br />written notice to the City.
<br />4. If contractor fails or refuses to produce or maintain the insurance required
<br />by this section or fails or refuses to furnish the City with required proof that insurance has been
<br />procured and is in force and paid for, the City shall have the right, at the City's election, to
<br />forthwith terminate this contract. Such termination shall not affect contractor's right to be paid
<br />for its time and materials expended prior to notification of termination. Contractor waives the
<br />right to receive compensation and agrees to indemnify the City for any work performed prior to
<br />approval of insurance by the City.
<br />6. 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 patties ") from
<br />and against any and all claims (including, without limitation, claims for bodily injury, death or
<br />damage to property), demands, obligations, damages, actions, causes of action, suits, losses,
<br />judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
<br />attorney's fees, disbursements and court costs) of every kind and nature whatsoever
<br />(individually, a claim; collectively, "claims "), which may arise from or in any manner related
<br />(directly or indirectly) to any work performed or services provided under this contract (including,
<br />without limitation, defects in workmanship and /or materials) or contractor's presence or
<br />activities conducted performing the work (including the negligent and /or willful acts, errors
<br />and/or omissions of contractor, its principals, officers, agents, employees, vendors, suppliers,
<br />contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose
<br />acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein
<br />shall be construed to require contractor to indemnify the indemnified parties from any claim
<br />arising from the sole negligence or willful misconduct of the indemnified parties. Nothing in this
<br />indemnity 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 regardless
<br />of whether any insurance policies are applicable. The policy limits do not act as a limitation upon
<br />the amount of indemnification to be provided by the contractor.
<br />NOTICE
<br />Any notice, tender, demand, delivery or other communication pursuant to this agreement
<br />shall be in writing and shall be deemed to be properly given if delivered in person or mailed by
<br />first class or certified mail, postage prepaid, sent by facsimile communication, or via e -mail to
<br />the following persons:
<br />To City:
<br />Clerk of the Council
<br />City of Santa Ana
<br />20 Civic Center Plaza (M -30)
<br />Santa Ana, CA 92701
<br />25A -6
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