|
2. Developer's insurance shall apply separately to each
<br />insured against whom claim is made or suit is brought, except with
<br />respect to the limits of the insurer's liability (cross liability
<br />endorsements);
<br />3. Developer shall name City, its Council, commissions,
<br />boards, committees, officers, employees and agents as additional
<br />insureds; and
<br />4. Developer's insurance will be primary insurance
<br />relating to Developer's work hereunder with respect to City, its
<br />Council, commissions, boards, committees, officers, employees and
<br />Agents, and further providing that any insurance or self-insurance
<br />maintained by City for itself, its Council, commissions, boards,
<br />committees, officers, employees and agents shall not be excess of
<br />Contractor's insurance and shall not be contributory with it. Such
<br />insurance shall also specifically insure any contractual liability
<br />assumed by Developer under the terms of this Agreement, including,
<br />but not limited to, the provisions of subsection (a) above.
<br />vi. In the event that Developer's insurance is cancelled, Developer will
<br />provide replacement coverage or all work must cease as of the
<br />cancellation date until replacement insurance coverage is provided.
<br />9. PERMITS AND APPROVALS_. To the extent that performance of the
<br />Maintenance Services or other Activities requires permits or governmental approvals,
<br />Developer will, at its sole cost and expense, obtain such permits and approvals. City will
<br />issue encroachment permits, from time to time, on the terms set forth in Section 8 above.
<br />10. TERM. This Agreement will commence immediately upon the Effective
<br />Date and will continue in perpetuity until and unless terminated by City.
<br />11. INDEMNIFICATION. Developer will indemnify, defend and hold City, its
<br />Council, boards, officers, commissions, agents and employees (collectively, the "City
<br />Parties") harmless from liens, claims, demands, actions, causes of action, obligations,
<br />liabilities, damages, losses, costs and expenses, including reasonable attorneys' fees
<br />(individually, "Claim" and collectively, "Claims"), which may arise from or in any manner
<br />relate to any work performed or services provided under this Agreement by Developer, or
<br />Developer's contractors, subcontractors, agents or employees, including, but not limited
<br />to, the performance of the Maintenance Services or other Activities. Notwithstanding the
<br />forgoing, Developer will not be obligated under this Agreement to hold harmless defend
<br />and/or indemnify City and/or any City Parties to the extent that any Claim is caused by
<br />the gross negligence or willful misconduct of City or any City Parties. The aforementioned
<br />indemnity will apply regardless of whether or not City has prepared, supplied or approved
<br />plans and/or specifications for the Improvements and regardless of whether any
<br />insurance required under this Agreement is applicable to any Claims. This Section 11 will
<br />survive termination of this Agreement.
<br />REV: 4-12-2023 SK
<br />ATTY/AGR'.2023.071/SI XX, LLC (Broadway Plaza LMA) (Page 7 of 17)
<br />
|