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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 Coveraees 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 Liabilitv Insurance. Contractor shall maintain
<br />occurrence based coverage with limits not less than $2,000,000 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 />aggregate will be twice the required per occurrence limit. The Commercial General
<br />ATTY/AGR/2017.182/WATERWORKS INDUSTRIES, INC.
<br />REV: 08-14-17 MI
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