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5. Insurance
<br /> The City shall take out and maintain during the life of this Agreement such Bodily Injury
<br /> Liability and Property Damage Liability Insurance as shall protect the City's employee while
<br /> performing work covered by this Agreement from any and all claims for damages for bodily
<br /> injury, including accidental death,as well as any and a11 operations under this Agreement.
<br /> Such insurance shall be combined single bodily injury and property d.amage for each
<br /> occurrence and shall not be less than$1,000,000.
<br /> 6. Hold I3armless
<br /> Defend,indemnify,and save harmless the County Superintendent and the San Mateo County
<br /> Board of Supervisors,their boards,commissions,officers,employees and agents
<br /> ("Indemnitees"),from and against any and all claims,suits,actions liability,loss,damage,
<br /> expense,cost(including,costs and fees of litigation)of every nature,kind or description,
<br /> which may be brought against,or suffered or sustained by Indemnitees to the extent such
<br /> claims, suits, acrions,liability, loss,damage,expense,cost(including costs and fees of
<br /> litigation)of every nature,kind or description which may be brought against,or suffered or
<br /> sustained by Indemnitees aze caused by the negligent act or omission,intentional tortious act
<br /> or omission,or willful misconduct of City,its officers,employees or agents in the
<br /> performance of any services or work pursuant to this Agreement.
<br /> 7. Termination of the Agreement
<br /> The City shall reserve the right to terminate this Agreement for any material breach of this
<br /> Agreement by the County Superintendent by using the following procedure. If the City
<br /> believes the County Superintendent has materially breached this Agreement,it shall provide
<br /> written notice to the County Superintendent specifically indicating the basis for the material
<br /> breach. The County Superintendent shall have 30 days from receipt from the written notice to
<br /> cure such breach.If,after 30 days the County Superintendent fails to cure the breach,the
<br /> City shall provide 30 days written notice to terminate the contract.
<br /> IV. OTHER TERMS OF AGREEMENT
<br /> 1. This agreement is of no force or effect unless,or until,the authorized signatures from the
<br /> County Superintendent and the City appear on this document.
<br /> 2. Any controversies between the Parties regazding conshvction of application of the
<br /> Agreement,as may be amended,and claims arising out of the Agreement,as may be
<br /> amended, or its breach, shall be submitted to mediation within thirty(30)days of the written
<br /> request of one Party after service of that request on the other Party.The Parties may agree on
<br /> one mediator.If they cannot agree on one mediator within a reasonable time,the Party
<br /> demanding mediation shall request the Superior Court of San Mateo County to appoint a
<br /> mediator.The mediation meeting shall not exceed one day(eight(8)hours).The Parties may
<br /> agree to exceed the time allowed for mediation under the Agreement. The cost of inediation
<br /> shall be borne by the Parties equally.Mediation under this section is a condition precedent to
<br /> filing an action in any court.In the event mediation or litigation arises out of any dispute
<br /> related to the Agreement,as may be amended,the Parties shall each pay their respe.ctive
<br /> Agreement RWC_CCPC Page 3 of 4 7/1/12-6/30/13
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