AgdaPkt 2020-11-09 Joint SA PFA - Laserfiche WebLink

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6.B. - Page 12 of 39 Property Damage, including Owned, Non -Owned and Hired auto coverage, as applicable, if Consultant uses or causes to be used any vehicles in connection with its performance of services under the Contract; (3) Workers' Compensation, in statutory amounts, with Employers' Liability Limits not less than $1,000,000 each accident, injury, or illness with a waiver of subrogation in favor of each of the Parties; and (4) Professional Liability Insurance, applicable to Consultant's profession, with limits not less than $1,000,000 for each claim with respect to negligent acts, errors or omissions in connection with services provided. 11. DISPUTES Any claim that a Party may have against another Party or Parties regarding the performance of this Agreement including, but not limited to, claims for compensation will be submitted to the other Party or Parties in writing. Parties will meet and confer, first at a staff level and then elevated to a meeting of executive management, as needed, in a good faith attempt to negotiate a resolution of the claim and, if necessary, process an amendment to this Agreement or a settlement agreement to implement the terms of any such resolution. 12. TERMINATION If an individual Parry elects to terminate its participation in this Agreement, it may do so by providing each of the other Parties at least thirty (30) days' written notice of its intention to terminate. The terminating Party's notice shall state the effective date of its termination. Termination of a Party from this Agreement shall not terminate this Agreement. No portion of the terminating Party's financial contribution provided under this Agreement for use in preparing the PREP Phase 3 Feasibility Study shall be refunded to the terminating Parry. If the staff of the terminating Party was providing a service to the other Parties in relationship to the PREP Phase 3 Feasibility Study under the terms of this Agreement that was not completed as of the effective date of the Party's termination, it shall be the responsibilities of the remaining Parties to assume the terminating Parry's role or roles. If the Contracting Entity is the terminating Party, the obligations of the Consultant under the Contract with the Contracting Entity shall also terminate, and it will become the responsibilities of the remaining Parties to pursue further development of the PREP Phase 3 Feasibility Study from the Consultant (or any other consultant) independent of either the Contracting Entity or the Contract entered into by the Consultant with the Contracting Entity. Under such circumstances, the remaining Parties to the Agreement shall have joint ownership of and access to the deliverables that were produced under the Agreement by Consultant and Contracting Entity as of the effective date of the Contracting Entity's termination, per Section 14 of this Agreement. 13. MAINTENANCE AND INSPECTION OF BOOKS, RECORDS, AND REPORTS All Parties will, upon reasonable advance written notice, make available for inspection to the other Parties all records, books, and other documents directly relating to the PREP Phase 3 Feasibility Study as well as any other work related to water supply institutional arrangements and agreements that are required for conducting the PREP Phase 3 Feasibility REV: 10-06-2020 MI 34 ATTY/AGR.2020.216/MOA- SVCW, SFPUC, BAWSCA, Cal -Water, City of San Mateo (Page 9 of 36)