|
<br />Attachment 1 B
<br />
<br />9. Other Consultants. The City reserves the right to employ other consultants in
<br />connection with the Services.
<br />
<br />10. Indemnification. Except as to the sole negligence or willful misconduct of City,
<br />Consultant will defend, indemnify and hold City, its officers, agents, volunteers and
<br />employees, harmless from any and all loss, damage, claims, demands, liability,
<br />expense or cost, including attorney's fees, which arises out of, or is in any way
<br />connected with the performance of, the Services by Consultant or any of Consultant's
<br />employees, agents or subcontractors, notwithstanding that City may have benefited
<br />from their services.
<br />
<br />The duty of Consultant to indemnify and save harmless, as set forth herein, will include
<br />the duty to defend as set forth in Section 2778 of the California Civil Code; provided,
<br />however, that nothing herein contained will be construed to require Consultant to
<br />indemnify against any responsibility or liability in contravention of Section 2782 of said
<br />Code.
<br />
<br />Without limitation upon the foregoing, City shall defend, indemnify, and hold harmless
<br />Consultant, its directors, officers, employees and shareholders from losses caused by, .
<br />or alleged to have been caused by, the sole negligence, intentional tortuous act or
<br />omission, or willful misconduct of City, its boards, commissions, officers, employees,
<br />and agents which may be brought against, or suffered or sustained by Consultant, its
<br />directors, officers, employees and shareholders in the performance of any services or
<br />work performed pursuant to this agreement including, without limitation, any claim made
<br />by any person or entity against Consultant that the Official Statement pertaining to the
<br />issuance the Bonds contains an untrue statement of a material fact or omits to state a
<br />material fact required to be stated therein or necessary to make the statements therein,
<br />in light of the circumstances under which they were made, not misleading.
<br />
<br />The Parties expressly agree that any payment, attorney's fee, costs or expense City
<br />incurs or makes to or on behalf of an injured employee under the City's self-
<br />administered workers' compensation is included as a loss, expense or cost for the
<br />purposes of this section, and that this section will survive the expiration or early
<br />termination of the Agreement.
<br />
<br />11. Insurance. Consultant will obtain and maintain for the duration of the Agreement
<br />and any and all amendments, insurance against claims for injuries to persons or
<br />damage to property which may arise out of or in connection with performance of the
<br />services by Consultant or Consultant's agents, representatives, employees or
<br />subcontractors. The insurance will be obtained from an insurance carrier admitted and
<br />authorized to do business in the State of California. The insurance carrier is required to
<br />have a current Best's Key Rating of not less than "A-:V."
<br />
<br />11.1 Coveraaes and Limits. Consultant will maintain the types of coverages
<br />. and minimum limits indicated below, unless City Attorney or City Manager
<br />approves a lower amount. These minimum amounts of coverage will not
<br />constitute any limitûtions or cap on Consultant's indeilinification obligations under
<br />this Agreement. City, its officers, agents, volunteers and employees make no
<br />representation that the limits of the insurancé specified to be carried by
<br />Consultant pursuant to this Agreement are adequûte to protect Consultant. If
<br />
<br />Attachment 1 B-3
<br />
|