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REV: 10-22-25 VR <br />Such insurance shall include: <br />Comprehensive General Liability $1,000,000 <br />Motor Vehicle Liability Insurance $1,000,000 <br />Professional Liability $1,000,000 <br />In the event of the breach of any provision of this section, or in the event any notice is received which <br />indicates any required insurance coverage will be diminished or canceled, the Parties at their option, <br />may, notwithstanding any other provision of this Agreement to the contrary, immediately declare a <br />material breach of this Agreement and suspend all further work pursuant this Agreement. <br />6. WAIVER <br />No delay or omission by either party in exercising any right under this Agreement shall operate as a <br />waiver of that or any other right or prevent a similar subsequent act from constituting a violation of the <br />Agreement. <br />7. EQUAL EMPLOYMENT OPPORTUNITY <br />In connection with the performance of this Agreement, the Parties shall not discriminate against any <br />employee or applicant for employment because of race, religion, color, sex, physical handicap, or <br />national origin. <br />8. HOLD HARMLESS <br />a. Each Party agrees to indemnify and defend, indemnify, and hold harmless the other Party <br />and their respective governing boards, councils, officers, boards, agents, and employees against <br />and from any and all claims, suits, actions of every name, kind, and description, which may be <br />brought against indemnitees or any of them by reason of any injury or death of any person <br />(including corporations, partnerships, and association) or damage suffered or sustained by any <br />such person from any act or omission to act, negligent or otherwise, of indemnitors, their <br />officers, agents, or employees under this Agreement. <br />b. In the event of concurrent negligence of any of the Parties, its officers, agents, and/or <br />employees, then the liability for any and all claims for injuries or damage to persons and/or <br />property, which arise out of terms and conditions of this Agreement, shall be apportioned <br />according to the California theory of comparative negligence. <br />9. DISPUTE RESOLUTION <br />Should any dispute arise out of this Agreement, the Parties should meet in mediation and attempt to <br />reach a resolution with the assistance of a mutually acceptable mediator. The costs of the mediator, if <br />any, shall be shared by the Parties. If a mediated settlement is reached, neither party shall be the <br />prevailing party for the purposes of this settlement. Neither party shall be permitted to file legal action <br />without first meeting in mediation and maintaining a good faith attempt to reach a mediated resolution. <br />ATTY/AGR.2025.282/Redwood City School District (Page 3 of 9)