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<br /> 12. INDEMIVE�C.AND HC$D HAi�AL�
<br /> .e� Deva�_per he1�i"agrees to'defend, indemnify, and save hartnless City, its Counal,
<br /> — the�ncy, their�ards, commissioners, officers, employees and agents, from and against any
<br /> and alF�aims.� It �ility, lass, damage, expense, cost (inGuding, without limitation,
<br /> --^� and f�of litigation) �every nature, kind or descripGon, which rt,ay be brought against, or
<br /> = suffere�r su�'ned by, City, its Couna!, the Agency, their baards, commission, officers,
<br /> = employee�or age�, arising out of or related to the performance oF the Services (collectively
<br /> _"Claims"), to�ie extent caused in whole or in part by any negligent act or omission of Developer, its
<br /> -otficers anc s�mployees, or anyone for whose acts any of them may be liable, except where caused
<br /> by tFisachve negligence, sole negligence, or wiliful misconduct of City or Agency. Developer shall
<br /> also p�otect, defend, indemnify and hold harmless the above-named parties for any liability from
<br /> and against Claims based upon the use of any patent, patented article or copyright or copyrighted
<br /> material by Developer, Contractors or Consultants in the perfortnance of the Services. Developers
<br /> duty to defend and hold harmless shall include the responsibility to provide legat representation, the
<br /> selection of whom shall be subject to approval by the City and Agency. Developer shall inGude in
<br /> its contracts with each and every Consuttant in connedion with the Public Parking Facility similar
<br /> obligations to indemnify, defend and hold harmless the City and the Agency.
<br /> B. Developer shall include the following provision in its agreements with each and every
<br /> Contractor:
<br /> Contractor shall, to the fullest extent allowed by law, defend, indemnify and hold harmless the
<br /> City of Redwood City, its Council, the Redevelopment Agency of the City of Redwood City,
<br /> their boards, commissions, officers, employees and agents, from any and all liabilities,
<br /> � penalties, costs, losses, damages, expenses, causes of action, claims orjudgments, including
<br /> attorney's fees and other defense costs, resulting from injury to or death sustained by any
<br /> person (including Contractors or employees), or damage to property of any kind, or any other
<br /> injury or damage whatscever, which injury, death or damage arises out of or is in any way
<br /> connected with the performance of the contract for construction of the Public Parking Facility
<br /> and without regard to Contractor's negligence or fault, including any of the same resufting
<br /> from Ciry's or Agency's alleged or actual negligent ad or omission or its agents, contractors or
<br /> employees; except that said indemnity shall not be applicable to injury, death or damage to
<br /> property arising from the sole or active negligence or willful misconduct of City of Redwood F«maaan: rcM: s�
<br /> ( odecad: saen��o aa�esr000�
<br /> 9i 26/03 � 7
<br /> � `�6E�7��10 337861000L
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<br /> D BB 100903/Agr.147 � ' ----------- � ------------ '
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