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5. Insurance
<br /> The City shall take out and maintain during the life of this Agreement such Bodily Injury
<br /> Liability and Property Damage Liability Insurance as shall protect the City's employee while
<br /> performing work covered by this Agreement from any and all claims for damages for bodily
<br /> injury,including accidental death,as well as any and all operations under this Agreement. Such
<br /> insurance shall be combined single bodily injury and property damage for each occurrence and
<br /> shall not be less than$1,000,000.
<br /> 6. Hold Harmless
<br /> Defend,indemnify,and save harmless the County Superintendent and the San Mateo County
<br /> Board of Supervisors,their boards,commissions,officers,employees and agents
<br /> ("Indemnitees"),from and against any and all claims, suits,actions liability, loss, damage,
<br /> expense,cost(including,costs and fees of litigation)of every nature,kind or description,which
<br /> may be brought against,or suffered or sustained by Indemnitees to the extent such claims,suits,
<br /> actions,liability,loss,damage,expense,cost(inchidiing costs and fees of litigation)of every
<br /> nature,kind or description which may be brought against,or suffered or sustained by
<br /> Indemnitees are caused by the negligent act or omission,intentional tortious act or omission,or
<br /> willful misconduct of City, its officers,employees or agents in the performance of any services
<br /> or work pursuant to this Agreement.
<br /> 7. Termination of the Agreement
<br /> The City shall reserve the right to terminate this Agreement for any material breach of this
<br /> Agreement by the County Superintendent by using the following procedure. If the City believes
<br /> the County Superintendent has materially breached this Agreement, it shall provide written
<br /> notice to the County Superintendent specifically indicating the basis for the material breach.The
<br /> County Superintendent shall have 30 days from receipt from the written notice to cure such
<br /> breach. If,after 30 days the County Superintendent fails to cure the breach,the City shall
<br /> provide 30 days written notice to terminate the contract.
<br /> IV. OTHER TERMS OF AGREEMENT
<br /> 1. This agreement is of no force or effect unless,or until,the authorized signatures from the
<br /> County Superintendent and the City appear on this document.
<br /> 2. Any controversies between the Parties regarding construction of application of the Agreement,
<br /> as may be amended,and claims arising out of the Agreement,as may be amended,or its breach,
<br /> shall be submitted to mediation within thirty(30)days of the written request of one Party after
<br /> service of that request on the other Party.The Parties may agree on one mediator. If they cannot
<br /> agree on one mediator within a reasonable time,the Party demanding mediation shall request
<br /> the Superior Court of San Mateo County to appoint a mediator. The mediation meeting shall not
<br /> exceed one day (eight(8)hours). The Parties may agree to exceed the time allowed for
<br /> mediation under the Agreement.The cost of mediation shall be borne by the Parties equally.
<br /> Mediation under this section is a condition precedent to filing an action in any court. In the
<br /> event mediation or litigation arises out of any dispute related to the Agreement,as may be
<br /> amended,the Parties shall each pay their respective attorneys fees,expert witness costs and cost
<br /> of suit,regardless of the outcome of the litigation.
<br /> e enlRWC_CCPC Page 3 of 4 7/1/14-6/30/15
<br /> A2.2014.143/San Mateo County Office of Education
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