AgdaPkt 2019-05-06 Joint SA PFA - Laserfiche WebLink

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6.A Ajzree entlfo f'ITr$uePoint Services City of Redwood City 7.1.2 Business Automobile Liabilitv Insurance. Consultant shall maintain coverage with limits not less than $1,000,000 per each accident for owned, hired and non -owned automobiles. 7.1.3 Workers' Compensation and Employer's Liability Insurance. Consultant shall maintain coverage as required by the California Labor Code and Employer's Liability limits with limits not less than $1,000,000 per each accident for bodily injury or disease. The Worker's Compensation policy shall contain an endorsement stating that the insurer waives any right to subrogation against the City, its officers, agents, employees, and volunteers. The Workers' Compensation and Employer's Liability Insurance will not be required if Consultant has no employees and provides, to the City's satisfaction, a declaration stating this. Such declaration is attached hereto as Exhibit C. 7.1.4 Professional Liability Insurance. Consultant shall maintain coverage with limits not less than $1,000,000 per occurrence. Professional Liability may be written as claims -made coverage. 7.2 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 Consultant providing thirty (30) days prior written notice to City sent pursuant to the Notice provisions of this Agreement. 7.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Consultant shall provide to City certificates of insurance and above -referenced endorsements sufficient to satisfaction of City's Risk Manager. In no event shall Consultant commence any work or provide any Services under this Agreement until certificates of insurance and endorsements have been accepted by City's Risk Manager. 7.4 Failure to Maintain Coverage. If Consultant fails to comply with these insurance requirements, then City will have the option to declare Consultant in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Consultant is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Consultant or deduct the amount paid from any sums due Consultant under this Agreement. 7.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete copies of any or all required insurance policies and endorsements. 8.0 INDEMNIFICATION. Consultant will defend, indemnify and hold harmless City and its officers, agents, employees, and volunteers, (the "Indemnified Parties") from and against all claims, damages, losses and expenses including attorney fees (each a "Claire") arising out of Consultant's performance under this Agreement (including the Solution), caused in whole or in part by the willful misconduct or any negligent act or omission of the Consultant, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, except where caused by the sole negligence or willful misconduct of City. For the sake of clarity, Consultant's obligations under this paragraph apply, without limitation, to Claims relating to Data Breaches or Security Incidents and to any other disclosure of Customer Data without prior written authorization of the City. REV: 04-23-19 PR Rage 7 of 64 ATTY/AGR.2019.106[TruePoint TrueBill Utility Billing System 19