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7. 1. F. - Page 5
<br />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 all operations under this Agreement.
<br />Such insurance shall be combined single bodily injury and property damage for each
<br />occurrence and shall not be less than $1,000,000.
<br />6. Hold Harmless
<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, actions, 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 are 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 regarding construction 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 mediation
<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 respective
<br />ATTY/AGR/2013.161/SAN MATEO COUNTY SUPERINTENDENT OF SCHOOLS
<br />REV: 09-09-13 MLG
<br />Page 3 of 5
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