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liability, or consequential damages of any kind or nature arising out of or in connection with <br />REACH's acts or omissions in carrying out the terms of this Agreement or exercising the rights <br />herein granted; excepting those claims, demands, purported liability, or consequential damages <br />which arise out of the sole negligence of City. <br />7. REACH agrees to maintain during the course of this Agreement the following insurance <br />coverage: <br />a) Comprehensive general liability insurance coverage, including personal injury and <br />contractual liability coverage, in an amount equal to One Million Dollars <br />($1,000,000.00) per occurrence, combined single limit; <br />b) Worker's Compensation insurance as required by State of California statutes; <br />C) Professional liability insurance with a One Million Dollar ($1,000,000.00) limit, per <br />occurrence. REACH agrees to keep such policy in force and effect for at least five (5) <br />years from the date of completion of this Agreement. <br />Also, the City of Santa Ana, its officers, agents and employees will be named as additional <br />insured on the above referred comprehensive general liability coverage and REACH will <br />provide an endorsement to that effect. Such insurance shall (a) name the City, its officers, <br />employees, agents, volunteers and representatives as additional insured(s); (b) be primary <br />and not contributory with respect to insurance or self-insurance programs maintained by the <br />City; and (c) contain standard separation of insured's provisions. Such insurance will be <br />evidenced by certificate and issued by companies licensed to do business in California and <br />acceptable to the City. Before REACH performs any work, it will furnish certificates of <br />insurance and endorsements, as required by City, evidencing the aforementioned general <br />liability, and professional liability insurance coverages on forms acceptable to the City which <br />shall provide that the insurance in force not be canceled or modified without 30 days prior <br />written notice to the City. <br />8. NO ASSIGNMENT. REACH shall not assign or transfer this Agreement or any rights <br />hereunder without the prior written consent of the City and approval by the City's City Attorney, <br />which may be withheld in the City's solo discretion. Any unauthorized assigned or transfer shall be <br />null and void and shall constitute a material breach by REACH of its obligations under this <br />Agreement. No assignment shall release the original parties or otherwise constitute a notation. <br />9. COMPLIANCE WITH LAWS. REACH shall comply with all Federal, State, County and <br />City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated <br />herein and applicable to the performance hereof. <br />10. ATTORNEY FEES. If any action at law or in equity is brought to enforce or interpret the <br />terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs <br />and necessary disbursements in addition to the relief to which such party may be entitled. <br />11. INTERPRETATION. <br />VA <br />