|
to all services performed in connection with this Agreement, defend with counsel acceptable to
<br /> City, indemnify, and hold City, its officers, employees, agents, and volunteers,harmless from and
<br /> against any and all claims that arise out of,pertain to, or relate to the negligence, recklessness, or
<br /> willful misconduct of the Contractor, subcontractor, or anyone directly or indirectly employed by
<br /> any of them or anyone for whose acts any of them may be liable ("Claims"). Contractor will bear
<br /> all losses, costs, damages, expense and liability of every kind, nature and description, including
<br /> attorneys' fees, experts fees, court costs and disbursements, that arise out of, pertain to, or relate
<br /> to such Claims, whether directly or indirectly ("Liability"). Such obligations to defend, hold
<br /> harmless and indemnify the City shall not apply to the extent that such Liability is caused by the
<br /> sole negligence or willful misconduct of the City.
<br /> With respect to third party claims against the Contractor,the Contractor waives any and all
<br /> rights of any type of express or implied indemnity against the Indemnitees.
<br /> However,notwithstanding the foregoing,in accordance with California Civil Code Section
<br /> 1668,nothing in this Agreement shall be construed to exempt the City from its own fraud, willful
<br /> injury to the person or property of another, or violation of law.
<br /> Furthermore, notwithstanding the forgoing, to the extent this Agreement is a construction
<br /> contract"as defined by California Civil Code section 2783, as may be amended from time to time,
<br /> such duties of Contractor to indemnify shall not apply when to do so would be prohibited by
<br /> California Civil Code Section 2782.
<br /> Nothing herein contained in this Agreement shall be construed to require Contractor to
<br /> indemnify Indemnitees against any responsibility or liability in contravention of California Civil
<br /> Code Section 2782.8.
<br /> The Parties expressly agree that any reasonable payment, attorney's fee, cost or expense
<br /> City incurs or makes to or on behalf of an injured employee under the City's self-administered
<br /> workers' compensation is included as a loss, expense or cost for the purposes of this section.
<br /> 7. Insurance. Contractor shall obtain and maintain for the duration of the
<br /> Agreement and any and all amendments,insurance against claims for injuries to persons or damage
<br /> to property which may arise out of or in connection with performance of the Services by Contractor
<br /> or Contractor's agents, representatives, employees or subcontractors. The insurance carrier is
<br /> required to maintain an A.M. Best rating of not less than"A-:VII".
<br /> 7.1 Coverages and Limits. Contractor, at its sole expense, shall maintain the types of
<br /> coverages and minimum limits indicated below, unless otherwise approved by City in
<br /> writing. These minimum amounts of coverage will not constitute any limitations or cap on
<br /> Contractor's indemnification obligations under this Agreement.
<br /> 7.1.1 Commercial General Liability Insurance. Contractor shall maintain
<br /> occurrence based coverage with limits not less than $1,000,000 per occurrence. If
<br /> the submitted policies contain aggregate limits, such limits will apply separately to
<br /> the Services, project, or location that is the subject of this Agreement or the
<br /> ATTY/AGR/2016.065/BAY AREA PAVING INC.COST SHARED SIDEWALK REPAIR PROJECT
<br /> REV:03-31-16 FF
<br /> Page 2 of 7
<br />
|