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VIaO1LANT Ell�ri7f= A. Insurance. Vigilant 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 Vigilant or Vigilant' agents, representatives, employees or subcontractors. The insurance carrier is required to maintain an A.M. Best rating of not less than "A -:VII". 1. Coverages and Limits. Vigilant, at its sole expense, shall maintain the types of coverages and minimum limits indicated below, unless otherwise approved by Customer in writing. These minimum amounts of coverage will not constitute any limitations or cap on Vigilant' indemnification obligations under this Agreement. (a) Commercial General Liability Insurance. Vigilant 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 the Customer, its officers, agents, employees and volunteers as additional insureds, and to state that the insurance will be primary and not contribute with any insurance or self -Insurance maintained by the Customer. (b) Business Automobile Liability Insurance. Vigilant shall maintain coverage with limits not less than $1,000,000 per each accident for owned, hired and non -owned automobiles. (c) Workers' Comoensation Insurance. Vigilant shall maintain coverage as required by the California Labor Code. The Workers' Compensation policy shall contain an endorsement stating that the insurer waives any right to subrogation against the Customer, Its officers, agents, employees and volunteers. (d) Emolover's Liabilitv Insurance. Vigilant shall maintain coverage with limits not less than $1,000,000 per each accident for bodily injury or disease. (e) Professional Llabllity Insurance. Vigilant shall maintain coverage with limits not less than $1,000,000 per occurrence. Professional Liability may be written as claims -made coverage. (f) Cvber Liability Insurance. Vigilant shall maintain coverage with limits not less than $1 million for each occurrence and an annual aggregate of $2 million covering claims involving privacy violations, information theft, damage to or destruction of electronic information, intentional and/or unintentional release of private information, alteration of electronic information, extortion and network security. Such coverage is required only if any products and/or services related to Information technology (including hardware and/or software) are provided to Customer and for claims involving any professional services for which Vigilant is engaged with insured for such length of time as necessary to cover any and all claims. Ii. Notice of Cancellation. This Insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without Vigilant providing thirty (30) days prior written notice to Customer sent pursuant to the Notice provisions of this Agreement. !it. Providing Certificates of Insurance and Endorsements. Prior to performing services under this Agreement, Vigilant shall provide to Customer certificates of insurance and above -referenced endorsements sufficient to satisfaction of Customer's Risk Manager. In no event shall Vigilant commence any work or provide any Services under this Agreement until certificates of Insurance and endorsements have been accepted by Customer's Risk Manager. Iv. Failure to Maintain Coverage. If Vigilant falls to comply with these insurance requirements, then Customer will have the option to declare Vigilant in breach Page 9 of 22 REV:06-01-17JS ATTY/AGR.2016.126Nigilant Solutions