Laserfiche WebLink
REV: 01-09-25 MI <br />volunteers (collectively “Indemnitees”) from and against all claims, damages, <br />losses and expenses including attorney fees (collectively “Losses”) arising out of <br />the performance of the Services, caused or claimed to be caused by the acts, <br />errors and/or omissions of Contractor, or any Contractor Personnel or anyone for <br />whose acts any of them may be liable (collectively, “Responsible Parties”). <br />Contractor’s responsibilities under this Section 11 include liability arising from, <br />connected with, caused by, or claimed to be caused by the active or passive <br />negligent acts or omissions of City, which may be in combination with the acts or <br />omissions of any Responsible Party, provided that Contractor’s duty to Indemnify <br />will not include any Losses arising from the sole negligence or willful misconduct <br />of City. <br />11.2. Notwithstanding Contractor’s obligation to defend City hereunder, City has <br />the right to conduct its own defense and seek reimbursement for reasonable costs <br />of defense from Contractor, if City chooses to do so. <br />11.3. Contractor agrees to pay any and all costs City incurs enforcing the <br />provisions set forth in this Section 11. <br />11.4. Subsection 11.1 notwithstanding, in accordance with California Civil Code <br />Section 1668, as amended, nothing in this Agreement will be construed to exempt <br />the City from its own fraud, willful injury to the person or property of another, or <br />violation of law. <br />11.5. Nothing contained in this Agreement will be construed to require Contractor <br />to Indemnify Indemnitees against any responsibility or liability in contravention of <br />California Civil Code Section 2782.8, as amended. To the extent this Agreement <br />is a “construction contract” as defined by California Civil Code section 2783, as <br />amended, such duties of Contractor to indemnify will not apply when to do so would <br />be prohibited by California Civil Code Section 2782 as amended. <br />11.6. The Parties expressly agree that any reasonable payment, attorney's fee, <br />cost or expense City incurs or makes to or on behalf of an injured employee under <br />the City's self-administered workers’ compensation plan is included as a loss, <br />expense or cost for the purposes of this Section 11. <br />11.7. Acceptance by City of Contractor’s services and duties will not operate as <br />a waiver of City’s rights under this Section 11. <br />11.8. The parties expressly agree that this Section 11 will survive the expiration <br />or early termination of the Agreement. <br />12. Insurance. Contractor will obtain and maintain for the duration of the Agreement <br />and any and all amendments, insurance against claims for injuries to persons or damage <br />to property which may arise out of or in connection with performance of the Services by <br />ATTY/AGR.2025.003/H2O Solutions, L.L.C. (Water Storage Tank Inspections and Cleaning) REV: 01-09-25 MI (Page 4 of 19) <br />6.E. - Page 7 of 23 <br />58