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11.3 Providing Certificates of Insurance and Endorsements. Prior to Agency's <br /> execution of this Agreement, Consultant will furnish certificates of insurance and <br /> endorsements to Agency. <br /> 11.4 Failure to Maintain Coverage. If Consultant fails to maintain any of these <br /> insurance coverages, then Agency 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 Agency to obtain or maintain insurance <br /> and Agency may collect these payments from Consultant or deduct the amount <br /> paid from any sums due Consultant under this Agreement. <br /> 11.5 Submission of Insurance Policies. Agency reserves the right to require, at <br /> anytime, complete and certified copies of any or all required insurance policies <br /> and endorsements. <br /> 11.6 Primary Coverage. For any claims related to the Services and this <br /> Agreement, the Consultant's insurance coverage will be primary insurance with <br /> respect to Agency and City, their officers, agents, volunteers and employees. <br /> Any insurance or self- insurance maintained by Agency and City for themselves, <br /> their officers, agents, volunteers and employees, will be in excess of Consultant's <br /> insurance and not contributory with it. <br /> 11.7 Reduction in Coverage /Material Changes. Consultant will notify Agency <br /> thirty (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 /> 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 /> 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 Agency during normal business <br /> hours to examine, audit, and make transcripts or copies of records and any other <br /> documents created pursuant to this Agreement. Consultant will allow inspection of all <br /> work, data, documents, proceedings, and activities related to the Agreement for a <br /> period of three (3) years from the date of final payment under this Agreement. <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 /> Agency. 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 Agency pursuant to the termination clause of this Agreement. <br /> ATTY /AGR/2010.048 5 <br /> 052110 <br />