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Contract Number Consultant. If the Agreement is so terminated, the Consultant shall be paid for that percentage of the work actually completed at the time the notice of termination is received. 11. Non-Assignability. The Consultant shall not assign, sublet, or transfer this Agreement or any interest or obligation therein without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. 12. Indemnify and Hold Harmless. Consultant shall defend, incemnify, and hold harmless, the City and its officers and employees from and against all claims, losses, damage, injury, and liability for damages arising from errors, omissions, negligent or wrongful acts of the Consultant in the performance of its services under this Agreement, regardless of whether the City has reviewed and/or approved the work or services which has given rise to the claim, loss, damage, injury or liability for damages. This indemnification shall extend for a reasonable period of time after completion of the project as well as during the period of actual performance of services under this Agreement. The City's acceptance of the insurance certificates required under this Agreement does not relieve the Consultant from its obligation under this paragraph. 13. Insurance. During the term of this Agreement, Consultant shall maintain in full force and effect at its own cost and expense the following insurance coverage: a. General Liability and Bodily Iniury Insurance A commercial general liability insurance for at least $1,000,000 combined limit for bodily injury and property damage and provide that the City, its officers, employees and agents are named additional insured's under the policy. The policy shall state in writing either on the Certificate of Insurance or attached rider thereof that this insurance will operate as primary insurance for work performed by Consultant and its subconsultants, and that no other insurance effected by City or other named insured will be called on to cover a loss covered thereunder. b. Automobile Liability Insurance Automobile liability insurance in an amount not less than $1,000,000 per person/per occurrence. c. Workers' Compensation Insurance Workers' Compensation Insurance for all of Consultant's employees, all in strict compliance with State laws, and to protect the City from any and all claims thereunder, including waiver of subrogation. If Consultant has no employees, no worker's compensation insurance is required. Initial here i` no employees: Consultant shall complete and file with the City prior to the City's execution c f this Agreement, and prior to engaging in any operation or activity set forth in this Agreement. The Certificate of Insurance shall provide in writing that the insurance afforded by this Certificate shall not be suspended, voided, canceled, reduced in coverage or in limits without providing thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. In addition, the insured shall provide thirty (30) days prior written notice to the City of any suspension, cancellation, reduction of coverage or in limits, or voiding of the insurance coverage required by this Agreement. Page 3