|
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 and $2,000,000 annual aggregate shall be maintained.
<br />e. The following requirements apply to the insurance to be provided by Consultant pursuant to
<br />this section:
<br />i. Consultant shall maintain all insurance required above in full force and effect for the
<br />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 reduced in
<br />coverage or changed in any other material aspect without thirty (30) days prior written
<br />notice to the City, except for 10 days' notice for non-payment of premium.
<br />iv. Consultant shall supply City with a fully executed additional insured endorsement.
<br />f. If Consultant fails or refuses to produce or maintain the insurance required by this section or
<br />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 Contractor's right to be paid for its time and
<br />materials expended prior to notification of termination. Contractor 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 />10. INDEMNIFICATION
<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 of
<br />the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their
<br />behalf which relates to the services described in section 1 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 the
<br />terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to
<br />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 City,
<br />regarding any action by a third party challenging the validity of this Agreement, or asserting that personal
<br />injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property
<br />rights arises by reason of the terms of, or effects arising from this Agreement. City may make all
<br />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 of,
<br />pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.
<br />Professional Services Agreement Amec Poster Wheeler Environment & Infrastructure, Inc.
<br />September I, 2015
<br />Page 4 of 9
<br />
|