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services required under this Agreement without the written approval of City. In addition, neither
<br />this Agreement, nor any interest herein, may be transferred, assigned, conveyed, hypothecated,
<br />or encumbered voluntarily, or by operation of law, whether for the benefit of creditors, or
<br />otherwise, without the prior written approval of City. Adding attorneys to BB&K, changes in the
<br />partnership, name changes and similar changes shall not be deemed a transfer or assignment
<br />requiring approval of City or amendment hereof.
<br />10. INDEPENDENT CONTRACTOR
<br />BB&K shall perform all legal services required under this Agreement as an independent
<br />contractor of City, and shall remain, at all times as to City, a wholly independent contractor with
<br />only such obligations as are required under this Agreement. Neither City, nor any of its
<br />employees, shall have any control over the manner, mode, or means by which BB&K, its agents
<br />or employees, render the legal services required under this Agreement, except as otherwise set
<br />forth. City shall have no voice in the selection, discharge, supervision or control of BB&K
<br />employees, servants, representatives, or agents, or in fixing then number, compensation, or hours
<br />of service.
<br />11. INSURANCE
<br />BB&K shall procure and maintain, at its sole cost and expense, in a form and content
<br />satisfactory to City, during the entire term of this Agreement, including any extension thereof,
<br />the following policies of insurance:
<br />A. Comprehensive General Liability Insurance. A policy of comprehensive general
<br />liability instuance written on a per occurrence basis in an amount not less than a combined single
<br />limit of One Million Dollars ($1,000,000.00), and One Million Dollars ($1,000,000.00) products
<br />and completed operations.
<br />B. Workers' Compensation Insurance. A policy of workers' compensation insurance
<br />in such amount as will fully comply with the laws of the State of California and which shall
<br />indemnify, insure and provide legal defense for both BB&K and City against any loss, claim or
<br />damage arising from any injuries or occupational diseases occurring to any worker employed by
<br />or any persons retained by the Contractor in the course of carrying out the work or services
<br />contemplated in this Agreement.
<br />C. Automobile Insurance. A policy of comprehensive automobile liability insurance
<br />written on a per occurrence basis in an amount not less than a combined single limit liability of
<br />One Million Dollars ($1,000,000.00). Said policy shall include coverage for owner, non -owner,
<br />leased and hired cars.
<br />D. Errors and Omissions Insurance. A policy of professional liability issuance
<br />written on a claims made basis in an amount not less than Three Million Dollars ($3,000,000.00).
<br />Except for the policy of professional liability insurance, all of the above policies of
<br />insurance shall be primary insurance and shall name City, its officers, employees and agents as
<br />additionally insured. Except for the policy of professional liability insurance, the insurer shall
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<br />55394, 00000A9187497.1
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