Agmt17 ELS Architecture and Urban Design

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costs, damages, expense and liability of every kind, nature and description, including attorney's fees, expert's fees, court costs and disbursements, to the extent such Claims were caused by the negligence, recklessness or willful misconduct of Consultant, its subconsultants, or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, whether directly or indirectly ("Liability"). Such obligations to defend, hold harmless and indemnify the City and/or YMCA shall not apply to the extent that such Liability is caused by the sole negligence, or willful misconduct of the City and/or YMCA, whether it be jointly or separately. However, notwithstanding the foregoing, in accordance with California Civil Code Section 1668, nothing in this Agreement shall be construed to exempt Client from Client's own fraud, willful injury to the person or property of another, or violation of law. Furthermore, notwithstanding the forgoing, to the extent this Agreement is a "construction contract' as defined by California Civil Code section 2783, as may be amended from time to time, such duties of Consultant to indemnify shall not apply when to do so would be prohibited by California Civil Code Section 2782. Nothing herein contained in this Agreement shall be construed to require Consultant to indemnify Indemnitees against any responsibility or liability in contravention of California Civil Code Section 2782.8. The Parties expressly agree that this section shall survive the expiration or early termination of the Agreement. 12. Insurance. Consultant shall obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the Services by Consultant or Consultant's agents, representatives, employees or subcontractors. The insurance carrier is required to maintain an A.M. Best rating of not less than "A-: VII". 12.1 Coverages and Limits. Consultant, at its sole expense, shall maintain the types of coverages and minimum limits indicated below, unless otherwise approved by Client in writing. These minimum amounts of coverage will not constitute any limitations or cap on Consultant's indemnification obligations under this Agreement. 12.1.1 Commercial General Liabilitv Insurance,. Consultant shall maintain occurrence based coverage with limits not less than $2,000,000 per occurrence. If the submitted policies contain aggregate limits, such limits will apply separately to the Services, project, or location that is the subject of this Agreement or the aggregate will be twice the required per occurrence limit. The Commercial General Liability insurance policy shall be endorsed to name Client and Client's officers, agents, employees and volunteers as additional insureds, and to state that the insurance will ATTY/AGR/2017 263/CITY — YMCA ARCHITECTURE AGREEMENT REV: 11-09-17 VR Page 6 of 15