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d. If Consultant is or employs a licensed professional such as an architect or engineer:
<br />Professional liability (errors and omissions) insurance, with a combined single limit of not less
<br />than $1,000,000 per claim with $2,000,000 in the aggregate.
<br />e. The following requirements apply to the insurance to be provided by Consultant pursuant
<br />to this section:
<br />(i) Consultant shall maintain all insurance required above in full force and effect for
<br />the entire period covered by this Agreement.
<br />(ii) Certificates of insurance shall be furnished to the City upon execution of this
<br />Agreement and shall be approved by the City.
<br />(iii) Certificates and policies shall state that the policies shall not be cancelled or
<br />reduced in coverage or changed in any other material aspect, by consultant,
<br />without thirty (30) days prior written notice to the City.
<br />(iv) Consultant shall supply City with a fully executed additional insured
<br />endorsement.
<br />f. If Consultant fails or refuses to produce or maintain the insurance required by this section
<br />or fails or refuses to furnish the City with required proof that insurance has been procured and is
<br />in force and paid for, the City shall have the right, at the City's election, to forthwith terminate
<br />this Agreement. Such termination shall not affect Consultant's right to be paid for its time and
<br />materials expended prior to notification of termination. Consultant waives the right to receive
<br />compensation and agrees to indemnify the City for any work performed prior to approval of
<br />insurance by the City.
<br />INDEMNIFICATI6N
<br />Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
<br />employees, consultants, special counsel, and representatives from liability: (1) for personal injury,
<br />damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal
<br />injury, including death, and claims for property damage, which may arise from the negligent operations
<br />of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their
<br />behalf which relates to the services described in section I of this Agreement; and (2) from any claim that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of
<br />the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies
<br />to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to
<br />have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or
<br />effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay
<br />all costs for the defense of the City, including fees and costs for special counsel to be selected by the
<br />City, regarding any action by a third party challenging the validity of this Agreement, or asserting that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or
<br />property rights arises by reason of the terns of, or effects arising from this Agreement. City may make
<br />all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the
<br />foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above
<br />indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out
<br />of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
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