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<br />11.4 Failure to Maintain Coveraae. If Consultant fails to maintain any of these <br />insurance coverages, then City will have the option to declare Consultant in <br />breach, or may purchase replacement insurance or pay the premiums that are <br />due on existing policies in order to maintain the required coverages. Consultant <br />is responsible for any payments made by City to obtain or maintain insurance <br />and City may collect these payments from Consultant or deduct the amount paid <br />from any sums due Consultant under this Agreement. <br /> <br />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 /> <br />11.6 Primary Coveraae. 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 /> <br />11.7 Reduction in Coveraae/Material Chanaes. 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 /> <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 /> <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, after signing a confidentiality <br />agreement acceptable to Consultant, during normal business hours to examine, audit, <br />and make transcripts or copies of records and any other documents created pursuant to <br />this Agreement. Consultant will allow inspection of all work, data, documents, <br />proceedings, and activities related to the Agreement for a period of three (3) years from <br />the date of final payment under this Agreement. <br /> <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 /> <br />Notwithstanding the provisions of this Section, Contractor's interests in computer files, <br />media, or other proprietary documents or processes, including, but not limited to <br />software, but not including City's data, that are created for Contractor's general <br /> <br />Agreement over $10K 5 <br />City Attorney Approved Version 111803 <br />