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<br />12.
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<br />HOLD HARMLESS. Consultant hereby agrees to defend, indemnify, and
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<br />save harmless the City, Agency, their councils, boards, commissions, officers,
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<br />employees and agents, from and against any and all claims, suits, actions liability, loss,
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<br />damage, expense, cost (including, costs and fees of litigation) of every nature, kind or
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<br />description, which may be brought against, or suffered or sustained by City, Agency,
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<br />their councils, boards, commissions, officers, employees or agents to the extent such
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<br />claims, suits, actions, liability, loss, damage, expense, cost (including costs and fees of
<br />
<br />litigation) of every nature, kind or description which may be brought against, or suffered
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<br />or sustained by City, Agency, their councils, boards, commissions, officers, employees
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<br />or agents are caused by the negligent act or omission, intentional tortious act or
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<br />omission, or willful misconduct of Consultant, its officers, employees or agents in the
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<br />performance of any services or work pursuant to this Agreement.
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<br />The duty of Consultant to indemnify and save harmless, as set forth herein, shall
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<br />
<br />include the duty to defend as set forth in Section 2778 of the California Civil Code;
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<br />provided, however, that nothing herein contained shall be construed to require
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<br />Consultant to indemnify City, Agency, their councils, boards, commissions, officers,
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<br />employees and agents against any responsibility or liability in contravention of Section
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<br />2782 of the California Civil Code.
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<br />13,
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<br />INSURANCE.
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<br />Consultant shall acquire and maintain Workers'
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<br />Compensation, employer's liability, commercial general liability, owned and non-owned
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<br />and hired automobile liability, and professional liability insurance coverage relating to
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<br />Consultant's services to be performed hereunder covering City and/or Agency's risks in
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<br />form subject to the approval of the City Attorney and Agency General Counsel. The
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<br />F:Atty/Agr/Agr.111
<br />060303
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<br />4
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