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11.5 Submission of Insurance Policies. City reserves the right to require, at <br />anytime, complete and certified copies of any or all required insurance policies <br />and endorsements. <br />11.6 Primary Coverage. For any claims related to the Services and this <br />Agreement, the Consultant's insurance coverage will be primary insurance with <br />respect to City, its officers, agents, volunteers and employees. Any insurance or <br />self-insurance maintained by City for itself, its officers, agents, volunteers and <br />employees, will be in excess of Consultant's insurance and not contributory with <br />it. <br />11.7 Reduction in Coverage/Material Changes. Consultant will notify City thirty <br />(30) days prior to any reduction in any of the insurance coverage required <br />pursuant to this Agreement or any material changes to the respective insurance <br />policies. <br />12. Business License. Consultant will obtain and maintain a City of Redwood City <br />Business License for the term of the Agreement, as may be amended from time-to-time. <br />13. Maintenance of Records. Consultant will maintain complete and accurate <br />records with respect to costs incurred under this Agreement. All records will be clearly <br />identifiable. Consultant will allow a representative of City during normal business hours <br />to examine, audit, and make transcripts or copies of records and any other documents <br />created pursuant to this Agreement. Consultant will allow inspection of all work, data, <br />documents, proceedings, and activities related to the Agreement for a period of three <br />(3) years from the date of final payment under this Agreement. <br />14. Ownership Of Documents. All work product produced by Consultant or its <br />agents, employees, and subcontractors pursuant to this Agreement is the property of <br />City. In the event this Agreement is terminated, all work product produced by <br />Consultant or its agents, employees and subcontractors pursuant to this Agreement will <br />be delivered to City pursuant to the termination clause of this Agreement. Consultant <br />will have the right to make one (1) copy of the work product for Consultant's records. <br />15. Copyrights. Consultant agrees that all copyrights that arise from the Services will <br />be vested in City and Consultant relinquishes all claims to the copyrights in favor of City. <br />16. Notices. The name of the persons who are authorized to give written notices or <br />to receive written notice on behalf of City and on behalf of Consultant under this <br />Agreement. <br />L:\Restored LibraryWGREEMENTS\CONSULTANT\MACLEOD_022007_39500 PAGE 5 OF 10 <br />