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5. Changes. City may request changes in the scope of services to be provided by Contractor. Any changes and related fees shall be mutually agreed upon between the parties and subject to a written amendment to this Agreement. 6. Indemnification. Contractor will hold harmless, defend, and indemnify the City, its officers, agents and employees ("Indemnities"), against any and all claims, costs, demands, causes of action, suits, losses, expenses, attorney's fees,or liability, arising from or in any manner related to third party claims to the extent of Contractor's (includes Contractor's employees, agents, or subcontractors)negligent act or omission,whether alleged or actual,regarding the work or services performed or caused to be performed pursuant to this Agreement and any amendments thereto. Contractor will not, however, be obligated to indemnify Indemnities from claims arising from the negligence or willful misconduct of Indemnities. This indemnification includes any claim that the materials or equipment provided under this Agreement, or any tool, article or process used, constitutes an infringement of any patent issued by the United States. This indemnification provision will survive termination or cancellation of the Agreement. 7. Insurance. During the term of this Agreement, Contractor will maintain in full force and effect at its own cost and expense the following insurance coverage as minimums only, or such greater or broader coverage if available in Contractor's policies, with insurers with an A.M. Best's rating of no less than A:VII: a. General Liability and Bodily Injury Insurance. Commercial general liability insurance with limits of at least $1,000,000 combined limit for bodily injury and property damage that provides that the City, its officers, employees and agents are named additional insureds,to the extent of Contractor's indemnity obligations under this Agreement, under the policy as evidenced by a blanket additional insured endorsement satisfactory to the City Attorney. The policy will further state in writing either on the Certificate of Insurance or attached rider that this insurance will operate as primary insurance for work performed by Contractor and its subcontractors, and that no other insurance effected by City or other named insured will be called on to cover a loss. b. Automobile Liability Insurance. Automobile liability insurance with limits not less than $1,000,000 per person/per occurrence. c. Workers' Compensation Insurance. Workers' Compensation Insurance for all of Contractor's employees will be in strict compliance with State laws, including a waiver of subrogation and Employer's Liability Insurance with limits of at least $1,000,000. For work or services deemed public works,by signing this Agreement,Contractor is certifying, pursuant to Section 1861 of the California Labor Code, that: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that Code, and will comply with such provisions before commencing the performance of the work of this Agreement. Standard Service Agreement Page 2 of 5