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persons working for or under the direction of Consultant are its agents and employees
<br />and are not agents or employees of City.
<br />10. Labor Code/Prevailing Wages. To the extent applicable, Consultant shall
<br />comply with the requirements of the California Labor Code including but not limited to hours
<br />of labor, nondiscrimination, payroll records, apprentices, workers' compensation and payment
<br />of prevailing wages as determined by Director of the California Department of Industrial
<br />Relations. Consultant shall post, at each job site, a copy of the prevailing rate of per diem
<br />wages. Consultant shall forfeit fifty dollars ($50.00) for each calendar day or portion thereof
<br />for each worker paid less than the stipulated prevailing rates for any public work done under
<br />the Agreement by it or by any subconsultant.
<br />11. Termination of Convenience of City. The City may terminate this
<br />Agreement at any time by mailing a notice in writing to Consultant. The Agreement
<br />shall then be deemed terminated, and no further work shall be performed by
<br />Consultant. If the Agreement is so terminated, the Consultant shall be paid for that
<br />percentage of the work actually completed at the time the notice of termination is
<br />received.
<br />12. Non-Assignability. The Consultant shall not assign, sublet, or transfer
<br />this Agreement or any interest or obligation in the Agreement without the prior written
<br />consent of the City, and then only upon such terms and conditions as City may set forth
<br />in writing. Consultant shall be solely responsible for reimbursing subconsultants.
<br />13. Indemnity and Hold Harmless. To the fullest extent permitted by law
<br />(including, without limitation, California Civil Code ~~ 2782 and 2782.6), Consultant
<br />shall defend (with legal counsel reasonably acceptable to the City), indemnify, and hold
<br />harmless, the City and its officers, agents and employees (collectively "Indemnitees")
<br />from and against any and all claims, loss, cost, damage, injury (including, without
<br />limitation, injury to or death of an employee of Consultant or its subconsultants),
<br />expense, and liability of every kind, nature and description (including, without
<br />limitation, incidental and consequential damages, court costs, attorneys' fees, litigation
<br />expenses and fees of expert consultants or expert witnesses incurred in connection
<br />therewith and costs of investigation) that arising from, or alleged to have arisen from,
<br />pertain to, or relate to, directly or indirectly, in whole or in part, the negligence,
<br />reckless, or willful misconduct of the Consultant, any subconsultant, anyone directly or
<br />indirectly employed by them, or anyone that they control (collectively "Liabilities") in
<br />the performance of its services under this Agreement, regardless of whether the City
<br />has reviewed or approved the work or services which has given rise to the claim, loss,
<br />cost, damage, injury or liability for damages. This indemnification shall extend for a
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