|
(with legal counsel reasonably acceptable to the City), indemnify, and hold harmless,the City
<br /> and its officers, agents and employees (collectively "Indemnitees") from and against any and all
<br /> claims, loss, cost, damage, injury (including, without limitation, injury to or death of an
<br /> employee of Consultant or its Subconsultants), expense, and liability of every kind, nature and
<br /> description (including, without limitation, incidental and consequential damages, court costs,
<br /> attorneys' fees, litigation expenses and fees of expert consultants or expert witnesses incurred in
<br /> connection therewith and costs of investigation)arising from, or alleged to have arisen from,
<br /> pertain to, or relate to, directly or indirectly, in whole or in part,the negligence, reckless, or
<br /> willful misconduct of the Consultant, any Subconsultant, anyone directly or indirectly employed
<br /> by them, or anyone that they control (collectively "Liabilities") in the performance of its services
<br /> under this Agreement, regardless of whether the City has reviewed or approved the work or
<br /> services which has given rise to the claim, loss, cost, damage, injury or liability for damages.
<br /> This indemnification shall extend for three years after completion of the project as well as during
<br /> the period of actual performance of services under this Agreement. The City's acceptance of the
<br /> insurance certificates required under this Agreement does not relieve the Consultant from its
<br /> obligation under this paragraph. To the extent that there is an obligation to indemnify under this
<br /> Section 13, Consultant shall be responsible for incidental and consequential damages resulting
<br /> directly or indirectly, in whole or in part, from Consultant's negligence, reckless or willful
<br /> misconduct.
<br /> Such obligations to defend, hold harmless and indemnify any Indemnitee shall not apply
<br /> to the extent such Liabilities are caused by the sole negligence, active negligence or willful
<br /> misconduct of such Indemnitee. Obligation to defend shall be proportionate as to Consultant's
<br /> percentage of fault as provided in California Civil Code § 2782.8.
<br /> 14. Insurance. During the term of this Agreement, Consultant shall maintain in full
<br /> force and effect, at its own cost and expense, insurance coverages with insurers with an A.M.
<br /> Best's rating of no less than A:VII. Contractor shall have the obligation to furnish City, as
<br /> additional insured,the minimum coverages identified below, or such greater or broader coverage
<br /> for City, if available in the Contractor's policies:
<br /> a. General Liability and Bodily Injury Insurance. Commercial general
<br /> liability insurance with limits of at least$2,000,000 combined limit for bodily injury and
<br /> property damage that provides that the City, its officers, employees and agents are named
<br /> additional insureds under the policy. The policy shall state in writing either on the
<br /> Certificate of Insurance or attached rider that this insurance will operate as primary
<br /> insurance for work performed by Consultant and its subconsultants, and that no other
<br /> insurance effected by City or other named insured will be called on to cover a loss.
<br /> b. Automobile Liability Insurance. Automobile liability insurance with limits
<br /> not less than $2,000,000 per person/per occurrence.
<br /> c. Workers' Compensation Insurance. Workers' Compensation Insurance for all
<br /> of Consultant's employees, in strict compliance with State laws, including a waiver of
<br /> subrogation and Employer's Liability Insurance with limits of at least $1,000,000.
<br /> d. Professional Liability Insurance. Professional liability insurance in the
<br /> amount of$2,000,000.
<br /> Page 4 of 7
<br />
|