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DocuSign Envelope ID: 8EOAA857-C16D-4D7F-9571-70EB9C15832D <br />SCAG MOU#: M-006-22 <br />SCAG OWP #: 225,3564.17 <br />A. Except for the negligence or willful misconduct of SCAG and any of its directors, <br />officers, agents, employees, assigns, and successors in interest, the CITY undertakes <br />and agrees to defend, indemnify, and hold harmless SCAG and any of its directors, <br />officers, agents, employees, assigns, and successors in interest from and against all <br />suits and causes of action, claims, losses, demands and expenses, including, but not <br />limited to, attorney's fees and cost of litigation, damage or liability of any nature <br />whatsoever, for death or injury to any person, including the CITY's Service <br />Provider(s), employees and agents, or damage or destruction of any property of either <br />party hereto or of third parties, arising in any manner by reason of the negligent acts, <br />errors or omissions or violations of law by the CITY, employees and agents in <br />connection with its activities in pursuing the Project or under this MOU. The CITY <br />further agrees to require its Service Provider to provide indemnification for SCAG <br />to the same extent as the CITY, in the contract(s) between the CITY and its Service <br />Provider for work related to this Agreement. <br />B. Except for the negligence or willful misconduct of the CITY and any of its directors, <br />officers, agents, employees, assigns, and successors in interest, SCAG undertakes <br />and agrees to defend, indemnify, and hold harmless the CITY and any of its directors, <br />officers, agents, employees, assigns, and successors in interest from and against all <br />suits and causes of action, claims, losses, demands and expenses, including, but not <br />limited to, attorney's fees and cost of litigation, damage or liability of any nature <br />whatsoever, for death or injury to any person, including SCAG's employees and <br />agents, or damage or destruction of any property of either party hereto or of third <br />parties, arising in any manner by reason of the negligent acts, errors or omissions or <br />violations of law by SCAG or its employees and agents in connection with its <br />activities in pursuing the Project or under this MOU. <br />IT► Ca.► �. <br />CITY shall, at its own expense, procure and maintain policies of insurance of the type and <br />amount below, for the duration of the MOU. The policies shall state they afford primary <br />coverage. The minimum required insurance coverage required by SCAG is set for below. <br />a) Minimum Scope of Insurance —Coverage shall beat least as broad as: <br />I. Insurance Services Office Commercial General Liability coverage <br />(Occurrence form C00001), or its equivalent, <br />b) Minimum Limits of Insurance --CITY and SCAG shall maintain limits no less than: <br />L General Liability: $1,000,000 per occurrence for bodily injury, personal <br />injury and property damage, If Commercial General Liability Insurance or <br />other form with a general aggregate limit is used, either the general aggregate <br />limit shall apply separately to this project/location or the general aggregate <br />limit shall be twice the required occurrence limit. <br />c) Other Insurance Provisions — Both CITY and SCAG should comply with the other <br />insurance provisions. The general liability and automobile liability policies are to <br />contain, or be endorsed to contain, the following provisions: <br />Page14 <br />