|
V. Comsultant shall supply City with a fully executed additional insured
<br />endorsemetu-
<br />f I f Consuhanl bails or reluses to produce or maintain the insurance required by Ihis
<br />section or [ails or refuses to famish tile City with required proof Lhat insurance has
<br />been procured and is in barge and paid for, the City shall have the right, at the City s
<br />election, to forthwith terminate this Agreement. Such termination shall not affect
<br />Consultants right to be paid for its time and materials expended prior to notification
<br />of termination- Consultant naives the right to receive compensation and agrees to
<br />indemnify the City for any work per-fonned prior to approval of insurance by the
<br />City.
<br />7. INDEMNIFICATION
<br />Consultant a�g-ecs to defend, and shall indemnity and hold harmless the City, its officers,
<br />agents, employees, C07111-aetON, special ecanlscl, and representatives from liability: ( I ) for personal
<br />injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for
<br />personal injury, including dealh, and claims for properly damage, which may arise from the
<br />negligent operations of the Consultant, its subcontractors, agents, crnployccs, or other persons
<br />acting on its bchall which relates to the services described in section I of this Agreement; and (2)
<br />from any claim that personal injury, damages, just compensation, restitution, judicial or equitable
<br />relief is due by reason of the terms of or effects nrisine firm this Agreement. This indemnity and
<br />hold harmless agreement applies to all claims for damages, jusl compensation, resLiLotion, judicial
<br />or equitable reliel'suffered, or alleged to have been suffered, by reason of the events referred to in
<br />this Scuiun or by reason of the terms of, or cttects, arising from this Agreement. The Consultant
<br />turther agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including
<br />fees and costs for special counsel to be selected by the City, regarding any action by a Third parly
<br />challenging the validity of this Agreement, or asserting that personal injury, damages, just
<br />contpcnsadon, restitution, judicial or equitable relief date to personal or property rights arises by
<br />reason of the tams of, or effects arising from this Agreement. City ma-y make all reasonable
<br />decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing,
<br />to the extent Consultant's services are suhiect to Civil Code Section 2782.8, the above indemnity
<br />shall be limited, to the extent required by Civil Code Section 2782.8, to claim; that arise out of,
<br />pertain Lo, or relate to the negligcncc, recklessness, or willful miscunducL of the Consultant.
<br />8. INTELLECTUAL PROPERTY INDEMNIFICATION
<br />Consultant shall defend and indemnify the City, its officers, agents, representatives, and
<br />employees against any and all liability, including costs, for infringerent of any United States'
<br />letters patent, trademark, or copyrigln infringement, including costs, contained in the work product
<br />or documents provided by Consultant to the City pursuant to this Agreement.
<br />9. RECORDS
<br />Consultant shall keep records and invoices in connection with the work to be perfortnecl
<br />under this Agreemenl_ Consultanl shall maintain complete and accurate records with respect to
<br />the costs incurred under this Agreement and any services, expenditures, and disbursements
<br />City Council 22 — 118 6/1 2 cal 9
<br />
|