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8. Subcontractin4. Consultant will not subcontract any portion of the Services <br /> without prior written approval of Redwood City 2020 or City Manager or his/her <br /> designee. If Consultant subcontracts any of the Services, Consultant will be fully <br /> responsible to Redwood City 2020 and City for the acts and omissions of Consultant's <br /> subcontractor and of the persons either directly or indirectly employed by the <br /> subcontractor, as Consultant is for the acts and omissions of persons directly employed <br /> by Consultant. Nothing contained in this Agreement will create any contractual <br /> relationship between any subcontractor of Consultant and City. Consultant will be <br /> responsible for payment of subcontractors. Consultant will bind every subcontractor and <br /> every subcontractor of a subcontractor by the terms of this Agreement applicable to <br /> Consultant's work unless specifically noted to the contrary in the subcontract and <br /> approved in writing by Redwood City 2020 and City. <br /> 9. Other Consultants. Redwood City 2020 and City reserve the right to employ other <br /> consultants in connection with the Services. <br /> 10. Indemnification. Consultant will defend, indemnify and hold harmless City and its <br /> officers, officials, City Council, agents, employees and volunteers and Redwood City <br /> 2020 and its officers, officials, agents, employees, and volunteers, from and against all <br /> claims, damages, losses and expenses including attomey fees arising out of the <br /> performance of the Services, caused in whole or in part by the willful misconduct or any <br /> negligent act or omission of the Consultant, any subcontractor, anyone directly or <br /> indirectly employed by any of them or anyone for whose acts any of them may be liable, <br /> except where caused by the sole negligence or willful misconduct of City or Redwood <br /> City 2020. <br /> The Parties expressly agree that any reasonable payment, attorney's fee, cost or <br /> expense City incurs or makes to or on behalf of an injured employee under the City's <br /> self-administered workers' compensation is included as a loss, expense or cost for the <br /> purposes of this section. <br /> The parties expressly agree that this section shall survive the expiration or early <br /> termination of the Agreement. <br /> 11. Insurance. Consultant shall obtain and maintain for the duration of the <br /> Agreement and any and all amendments, insurance against claims for injuries to <br /> persons or damage to property which may arise out of or in connection with <br /> performance of the Services by Consultant or Consultant's agents, representatives, <br /> employees or subcontractors. The insurance will be obtained from an insurance carrier <br /> admitted and authorized to do business in the State of Califomia. The insurance carrier <br /> is required to have a current Best's Key Rating of not less than "A-:V." <br /> 11.1 Coverages and Limits. Consultant, at its sole expense, shall maintain the <br /> types of coverages and minimum limits indicated below, unless the Risk Manager <br /> or City Manager, in consultation with the City Attorney, approves a lower amount. <br /> These minimum amounts of coverage will not constitute any limitations or cap on <br /> REV:11-05-14 MLG <br /> Page 4 of 10 <br /> ATTY/AGR.2014.235/RWC2020 AOD Subcontract for Prevention Research Center LMPMiramontes 1415 <br />