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REV: 08-09-2021 RL <br />13. Discrimination and Harassment Prohibited. Consultant will comply with all <br />applicable local, state and federal laws and regulations prohibiting discrimination and <br />harassment. <br />14. Indemnity. Except as to the sole negligence, active negligence or willful <br />misconduct of City, Vendor will defend, indemnify, and hold harmless (collectively, <br />“Indemnify”) City, and its employees, officers, managers, agents and council members <br />(collectively, “Indemnitees”), against and from any loss, damage, claim for damage, <br />liability, expense or cost, including attorneys’ fees (collectively, “Losses”), which arises <br />out of, is related to, or is in any manner connected with the Goods and Services and/or <br />the performance of work, activities, operations or duties of Vendor, or anyone employed <br />by or working under Vendor, and from all Losses by anyone employed by or working <br />under Vendor for services rendered to Vendor in the performance of this Agreement, <br />notwithstanding that City may have benefited from their services. This indemnification <br />provision will, without limitation, apply to any acts or omissions, willful misconduct or <br />negligent conduct, whether active or passive, on the part of Vendor or of anyone <br />employed by or working under Vendor. Losses will include, without limitation, allegations <br />that the Goods are defective in manufacture or design and allegations that the Goods or <br />Services infringe any patent or other intellectual property right belonging to a third party. <br />Vendor will promptly defend the Indemnitees pursuant to this Section, whether or not <br />applicable claims, allegations, lawsuits or proceedings (collectively, “Proceedings”) have <br />merit or are meritless, and whether or not such Proceedings involve claims or allegations <br />that any of the Indemnitees were actively, passively or concurrently negligent, or which <br />otherwise assert that the Indemnitees are responsible, in whole or in part, for any loss, <br />damage or injury. Vendor agrees to provide this defense immediately upon written notice <br />from City, and with well qualified, adequately insured and experienced legal counsel <br />acceptable to City. <br />The Parties expressly agree that any payment, attorneys’ fees, costs or expense that City <br />incurs or makes to or on behalf of an injured employee under City’s self-administered <br />workers’ compensation is included as a loss, expense or cost for the purposes of this <br />Section, and that this Section will survive the expiration or early termination of the <br />Agreement. <br />15. Contract Administration and Notice. This Purchase Agreement shall be <br />administered on behalf of the City by Daniel Barros, Public Works Superintendent. Any <br />written notice between the Parties shall be sent to: <br />City of Redwood City <br />Attention: Daniel Barros <br />Public Works Services Department <br />1400 Broadway Street <br />Redwood City, CA 94063 <br />Hi-Tech Emergency Vehicle Service, Inc. <br />Attention: Brian Ruthman <br />444 West Greger Street <br />Oakdale, CA, 95361 <br />ATTY/AGR.2021.210/Hi-Tech Emergency Vehicle Service, Inc. (Page 4 of 9)