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13. Indemnity and Hold Harmless. To the fullest extent permitted by law(including,without
<br /> limitation, California Civil Code §§ 2782, 2782.6 and 2782.8), Consultant shall defend(with
<br /> legal counsel reasonably acceptable to the City), indemnify, and hold harmless,the City and its
<br /> officers, agents and employees (collectively"Indemnitees") from and against any and all claims,
<br /> loss, cost, damage, injury(including,without limitation, injury to or death of an employee of
<br /> Consultant or its Subconsultants), expense, and liability(including,without limitation, incidental
<br /> and consequential damages, court costs,reasonable attorneys' fees, litigation expenses and fees
<br /> of expert consultants or expert witnesses incurred in connection therewith and costs of
<br /> investigation,to the extent caused by the negligence,reckless, or willful misconduct of the
<br /> Consultant, any Subconsultant,anyone directly or indirectly employed by them, or anyone that
<br /> they control (collectively"Liabilities")in the performance of its services under this Agreement,
<br /> regardless of whether the City has reviewed or approved the work or services which has given
<br /> rise to the claim, loss, cost, damage, injury or liability for damages. This indemnification shall
<br /> extend for a reasonable period of time after completion of the project as well as during the period
<br /> of actual performance of services under this Agreement. The City's acceptance of the insurance
<br /> certificates required under this Agreement does not relieve the Consultant from its obligation
<br /> under this paragraph. To the extent that there is an obligation to indemnify under this Section
<br /> 13, Consultant shall be responsible for incidental and consequential damages resulting directly or
<br /> indirectly, in whole or in part, from Consultant's negligence,reckless or willful misconduct. As
<br /> it relates to professional liability, Consultant's liability hereunder shall be limited by the City to
<br /> the amount of available coverage under Consultant's professional liability insurance required in
<br /> Section 8b of this Agreement.
<br /> Such obligations to defend,hold harmless and indemnify any Indemnitee shall not apply to the
<br /> extent such Liabilities are caused by the sole negligence, active negligence or willful misconduct
<br /> of such Indemnitee. Obligation to defend shall be proportionate as to Consultant's percentage of
<br /> fault as provided in California Civil Code § 2782.8.
<br /> 14. Insurance. During the term of this Agreement, Consultant shall maintain in full force and
<br /> effect, at its own cost and expense, insurance coverages with insurers with an A.M. Best's rating
<br /> of no less than A:VII. Contractor shall have the obligation to furnish City, as additional insured,
<br /> the minimum coverages identified below:
<br /> a. General Liability and Bodily Injury Insurance. Commercial general liability
<br /> insurance with limits of at least$2,000,000 combined limit for bodily injury and property
<br /> damage that provides that the City, its officers,and employees are named additional
<br /> insureds under the policy. The policy shall state in writing either on the Certificate of
<br /> Insurance or attached rider that this insurance will operate as primary insurance for work
<br /> performed by Consultant and its subconsultants, and that no other insurance effected by
<br /> City or other named insured will be called on to cover a loss.
<br /> b. Automobile Liability Insurance. Automobile liability insurance with limits not less
<br /> than$2,000,000 per person/per occurrence.
<br /> c. Workers' Compensation Insurance. Workers'Compensation Insurance for all of
<br /> Consultant's employees, in strict compliance with State laws, including a waiver of subrogation
<br /> and Employer's Liability Insurance with limits of at least$1,000,000.
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