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that Contractor acquires none of the rights, privileges, powers, or advantages of County
<br /> employees.
<br /> 7. Hold Harmless
<br /> Contractor shall indemnify and save harmless County, its officers, agents, employees, and
<br /> servants from all claims, suits, or actions of every name, kind, and description, brought for, or
<br /> on account of: (A) injuries to or death of any person, including Contractor, or (BJ damage
<br /> to any property of any kind whatsoever and to whomsoever belonging, (C) any sanctions,
<br /> penalties, or claims of damages resulting from Contractor's failure to comply with the
<br /> requirements set forth in the Health Insurance Portability and Accountability Act of 1996
<br /> (HIPAA) and all Federal regulations promulgated there under, as amended, or (D) any other
<br /> loss or cost, including but not limited to that caused by the concurrent active or passive
<br /> negligence of County, its officers, agents, employees, or servants, resulting from the
<br /> performance of any services or work provided by Contractor or payments made pursuant
<br /> to this Agreement, provided that this will not apply to injuries or damage for which County
<br /> has been found in a court of competent jurisdiction to be solely liable by reason of its own
<br /> negligence or willful misconduct.
<br /> The duty of Contractor to indemnify and save harmless as set forth herein, will include the
<br /> duty to defend as set forth in Section 2778 of the California Civil Code.
<br /> 8. Assignability and Subcontracting
<br /> Contractor shall not assign this Agreement or any portion thereof to a third party or
<br /> subcontract with a third parfy to provide services required by Contractor under this
<br /> Agreement without the prior written consent of County. Any such assignment or
<br /> subcontract without the County's prior written consent will give County the right to
<br /> automatically and immediately terminate this Agreement.
<br /> 9. Insurance
<br /> The Parties shall each maintain public liability insurance or self-insurance generally at levels
<br /> currently in effect to reach agency requirements, insuring against all liability of the Parties
<br /> and their authorized representatives arising out of an in connection with this Agreement. All
<br /> Parties shall have in effect during the entire life of this Agreement Worker's Compensation
<br /> providing full statutory coverage and Employer's Liability Insurance of not less than one
<br /> million dollars ($1,000,000).
<br /> 10. Compliance with laws; payment of Permits/Licenses
<br /> All services to be performed by Contractor pursuant to this Agreement will be performed in
<br /> accordance with all applicable Federal, State, County, and municipal laws, including, but
<br /> not limited to, Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all
<br /> Federal regulations promulgated thereunder, as amended, and the Americans with
<br /> Disabilities Act of 1990, as amended, and Section 504 of the Rehabilitation Act of 1973, as
<br /> amended and attached hereto and incorporated by reference herein as Exhibit E, which
<br /> prohibits discrimination on the basis of handicap in programs and activities receiving any
<br /> Federal or County financial assistance. Such services shall also be performed in
<br /> accordance with all applicable ordinances and regulations, including, but not limited to,
<br /> appropriate licensure, certification regulations, provisions pertaining to confidentiality of
<br /> records, and applicable quality assurance regulations. Further, Contractor certifies that the
<br /> Contractor and all of its subcontractors will adhere to all applicable provisions of
<br /> ATTY/AGR/2013.016/FAIR OAKS SCHOOL RE-TURFING PROJECT II
<br /> REV:O1-29-13 MLG
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