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<br />Marl< t-J1c1~!Yie:- Agre~lrien(~.i:fC <br /> <br />:::::::~n_~ ::-:_=-:::::::::::::: :::::::::=:: .: <br /> <br />::: 1'~ge3J1 <br /> <br />11. Termination of Convenience ofCItv. The City I1llY terninate this Agreement at <br />any tirre by l1lliling a notice in writing to Consultant The Agreelll!nt shall then be deemed <br />terrrinatect, and no furthermrk shall be performed by Consultant If the Agreement is so <br />terninatect, the Consultant shall be paid for that percentage of the mrk actually cOlT!lletect at the <br />tirre the notice of termination is received. <br /> <br />12. Non-Asslanablllt v. The Consultant shall not assign, sublet, or transfer this <br />Agreerrent or any interest or obligetion in the Agreelll!nt without the prior written consent of the <br />City, and then only upon such tel11lS and conditions as City I1llY set forth in writing. Consultant <br />shall be solely responsible for reirrllursing subcontractors. <br /> <br />13. I ndemnltv and Hold Harmless. Consultant shall defend, indermify, and hold <br />hamiess, the City and its officers, agents and elT!lloyees from and against all claims, losses, <br />dal1llge, injury, and liability for dal1llges arising from, or alleged to have arisen from, errors, <br />orrissions, negligent orwrongful acts of the Consultantin the performance of its services under <br />this Agreelll!nl, regardless of wilether the City has reviewed or approved the mrk or services <br />wilich has given rise to the claim, loss, dal1llge, injury or liability fordal1llges. This <br />indermification shall extend for a reasonable period of tilll! after cOlT!lletion of the project as <br />well as during the period of actual performmce ofservices under this Agreelll!nt. The City's <br />acceptance of the insurance certif icales required under this Agreelll!nt does not relieve the <br />Consultant from its obligation under this paragraph. <br /> <br />14. I murane.. During the term of this Agreelll!nt, Consultant shalll1llintain in full <br />force and effect at its Ov.1l cost and expense the following insurance coverage with insures with <br />an A.M. Besh rating of no less than A:VII: <br /> <br />a. General Uabililv and Bodilv Iniurv Insurance. Corrrrercial <br />general liability insurance with Iirrits of at least $1,000,000 corrbined Iirrit for bodily <br />injury and property dal1llge that provides that the City, its officers, elT!lloyees and agents <br />are named additional insureds under the policy. The policy shall state in writing either on <br />the Certificate of Insurance or attached rider that this Insurance will operate as pril1llry <br />insurance formrk 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 /> <br />b. AutolTllbile Uabililv Insurance. AutolTllbile liability insurance with <br />Iirrits not less than $1,000,000 per person/per occurrence. <br /> <br />c. Wnrkf!rs' r.ol'fl)ensatinn IMII~nr.p. Workers' Corrpensation Insurance for <br />all of Consultanfs elT!lloyees, in strict colT!lliance with State laws, including a waiver of <br />subrogation and ElT!lloyer's Liability Insurance with Iirrits of at least $1,000,000. <br /> <br />d. Certificate of Insurance. Consultant shall file a certificate of insurance <br />with the City prior to the City's execution of this Agreement, and prior to engaging in any <br />operation or activity set forth In this Agreelll!nt The Certificate of Insurance shall provide in <br />writing that the insu rance afforded by this Certificate shall not be suspended, voided, canceled, <br />reduced in coverage orin Iirrits without providing thirty (30) days prior written notice by <br /> <br />04105 <br /> <br />Rge3of5 <br />