Agmt18 City of Menlo Park - Laserfiche WebLink

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expense and liability of every kind, nature and description, including attorneys' fees, experts fees, court costs and disbursements, that arise out of, pertain to, or relate to such Claims, whether directly or indirectly ( "Liability "). Such obligations to defend, hold harmless and indemnify the City shall not apply to the extent that such Liability is caused by the sole negligence or willful misconduct of the City. With respect to third party claims against the Contractor, the Contractor waives any and all rights of any type of express or implied indemnity against the Indemnitees. However, notwithstanding the foregoing, in accordance with California Civil Code Section 1668, nothing in this Agreement shall be construed to exempt the City from its own fraud, willful injury to the person or property of another, or violation of law. Furthermore, notwithstanding the foregoing, 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 Contractor 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 Contractor to indemnify Indemnitees against any responsibility or liability in contravention of California Civil Code Section 2782.8. The Parties expressly agree that any reasonable payment, attorney's fee, cost or expense City incurs or makes to or on behalf of an injured employee under the City's self - administered workers' compensation is included as a loss, expense or cost for the purposes of this section. 7. Insurance. Contractor is a government entity which is a member of a Pooled Liability Assurance Network Joint Powers Authority (PLAN JPA) of the Association of Bay Area Governments which members collectively share the risk of self - insured losses. Accordingly, Contractor shall meet the following insurance standards or the substantial equivalent thereof. Contractor 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 Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance carrier is required to maintain an A.M. Best rating of not less than "A- :VII ". 7.1 Coverages and Limits. Contractor, at its sole expense, shall maintain the types of coverages and minimum limits indicated below, unless otherwise approved by City in writing. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. 7.1.1 Commercial General Liability Insurance. Contractor 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 City, its officers, agents, employees and volunteers as additional insureds, and to state that the insurance will be primary and not contribute with any Page 2 of 34 ATTY /AGR/2018.243/CITY OF MENLO PARK_ATHERTON CHANNEL GSA REV: 10 -09 -18 PT ATTY /AGR.2018.243 /City of Menlo Park / Atherton Channel Agreement