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<br />City of Santa Ana Community Development Agency
<br />Request for Proposals for Housing Successor Agency Properties
<br />Page 12
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<br />1. The following requirements apply to the insurance to be provided by Developer pursuant to this section:
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<br />a. Commercial general liability and business automobile insurance policies shall (a) name the City, its
<br />officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and
<br />not contributory with respect to insurance or self-insurance programs maintained by the City; and (c)
<br />contain standard separation of insureds provisions. A sample additional insured endorsement is
<br />attached hereto as Exhibit B. Developer shall maintain all insurance required above in full force and
<br />effect for the entire period covered by this Agreement.
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<br />b. Certificates of insurance shall be furnished to the City upon execution of this Contract and shall be
<br />approved in form by the City Attorney.
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<br />c. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or
<br />changed in any other material aspect without thirty (30) days prior written notice to the City.
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<br />2. If Developer fails or refuses to produce or maintain the insurance required by this section or fails or refuses
<br />to furnish the City with required proof that insurance has been procured and is in force and paid for, the City
<br />shall have the right, at the City’s election, to forthwith terminate this Contract. Such termination shall not
<br />affect Developer’s right to be paid for its time and materials expended prior to notification of termination.
<br />Developer waives the right to receive compensation and agrees to indemnify the City for any work
<br />performed prior to approval of insurance by the City.
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<br />ii. HOLD HARMLESS/ INDEMNIFICATION
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<br />To the fullest extent permitted by law, Developer shall indemnify, defend and hold harmless City, its officers,
<br />agents and employees (collectively, the “Indemnified Parties”) from and against any and all claims (including,
<br />without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages,
<br />actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including,
<br />without limitation, 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 relate (directly or indirectly)
<br />to any work performed or services provided under this Contract (including, without limitation, defects in
<br />workmanship and/or materials) or Developer’s presence or activities conducted performing the work (including
<br />the negligent and/or willful acts, errors and/or omissions of Developer, its principals, officers, agents,
<br />employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of
<br />them or for whose acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein
<br />shall be construed to require Developer to indemnify the Indemnified Parties from any Claim arising from the
<br />sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as
<br />authorizing any award of attorney’s fees in any action on or to enforce the terms of the Agreement. This
<br />indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The
<br />policy limits do not act as a limitation upon the amount of indemnification to be provided by the Developer.
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<br />iii. NOTICE
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<br />Any notice, tender, demand, delivery or other communication pursuant to this Contract shall be in writing and
<br />shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage
<br />prepaid, or sent by facsimile or other telegraphic communication to the following persons:
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