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<br />(2) For vehicles ovvned by the corporation, automobile insurance covering all bodily <br />injury and property liability incurred during the performance of this Agreement W'ith <br />minimum coverage of $250,000 for property damage per accident, $500,000 for <br />bodily injury for each person, and not less than $2,000,000 for bodily injury per <br />accident; or $1,000,000 per accident combined single limit (CSL). <br /> <br />(3) Workers' compensation insurance covering all the Corporation's employees. <br /> <br />Said policies shall name City and Consenting Cities as an additional insured and shall <br />constitute primary insurance as to City and Consenting Cities, and their officers, agents <br />and employees, so that any other policies held by City or Consenting Cities shall not <br />contribute to any loss under said insurance under the stated limits. Said policies shall <br />provide for thirty (30) days prior -written notice to City of cancellation or material <br />change. <br /> <br />Certificates or other sufficient proof that these insurance provisions have been complied <br />W'ith must be filed W'ith the City. Copies of said certificates shall also be submitted to the <br />City, detailing proof of insurance requirements. <br /> <br />J. Corporation Status. The Corporation shall perform its obligations under this Agreement <br />and shall be responsible for any federal, state, and local taxes and fees applicable to <br />payments made to the Corporation hereunder. The Corporation shall take all actions <br />necessary to maintain itself as a corporation in good standing with the State of Califomia. <br />Acting in the capacity of an independent contractor, the Corporation's employees and <br />subcontractors are not City employees and are not entitled to or eligible for any benefits <br />provided by the City. <br /> <br />K. Assignment. The Corporation covenants and agrees that it W'ill not assign or transfer its <br />rights or obligations under this Agreement, either in W'hole or part, W'ithout first obtaining <br />the -written consent of the City; such consent must be granted or denied at the sole <br />discretion of the City. Any attempt by the Corporation to assign or transfer its rights or <br />obligations W'ithout such -written consent shall be null and void. <br /> <br />L. Assets of the District. Pursuant to State laW', in the event that the District is <br />disestablished or other-wise discontinued, then the existing assets shall only be used: (1) <br />to pay the City any outstanding sums due to it from the District; and, (2) said assets shall <br />be dispersed only to the ovvners of assessed lodging businesses in the District, in amounts <br />proportionate to the amounts of assessments paid. <br /> <br />M. Independent Contractor. Corporation (including the Corporations' employees) and the <br />Corporation Executive Director are independent contractors and no relationship of <br />employer-employee exists betW'een the parties hereto; and specifically betW'een the City, <br />Consenting Cities and the Corporation Executive Director. <br /> <br />Page 4 of8 <br />