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<br />Consultant hereby agrees to defend, indemnify, and
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<br />11. HOLD HARMLESS.
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<br />save harmless City, its Council, boards, commissioners, officers, employees and
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<br />agents, from and against any and all claims, suits, actions, liability, loss, damage,
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<br />expense, cost (including, without limitation, costs and fees of litigation) of every nature,
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<br />kind or description, which may be brought against, or suffered or sustained by, City, its
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<br />Council, boards, commission, officers, employees, or agents, arising out of the
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<br />performance of the work described herein, to the extent caused in whole or in part by
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<br />any negligent act or omission of Consultant, its officers, agents and employees, or
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<br />anyone directly or indirectly employed by any of them or anyone for whose acts any of
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<br />them may be liable, except where caused by the active negligence, sole negligence, or
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<br />willful misconduct of City.
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<br />The duty of Consultant to indemnify and save harmless, as set forth herein, shall
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<br />include the duty to defend as set forth in Section 2778 of the California Civil Code;
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<br />provided, however, that nothing herein contained shall be construed to require
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<br />Consultant to indemnify City, its Council, boards, commissions, officers, employees and
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<br />agents against any responsibility or liability in contravention of Section 2782 of the
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<br />California Civil Code.
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<br />12.
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<br />INSURANCE.
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<br />Consultant
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<br />shall
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<br />acquire
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<br />and
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<br />maintain
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<br />Workers'
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<br />Compensation, employer's liability, commercial general liability, owned and non-owned
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<br />and hired automobile liability, and professional liability insurance coverage relating to
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<br />Consultant's services to be performed hereunder covering City's risks in form subject
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<br />F:Atty/Agr/Agr.033
<br />051302
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<br />5
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