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<br />c. Workcr's Compensation Insurance. In accordance with the provisions of Section 3300
<br />of the Labor Code, WINDS, if WINDS has any employccs, is required to be insured against
<br />liability for worker's compensation or to undcrtake self-insurance. Prior to commencing the
<br />performance of the work under this Agreement, WINDS agrees to obtain and maintain any
<br />employer's liability insurance with limits not less than $1,000,000 per accident.
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<br />d. If WINDS is or employs a licensed professional such as an architect or engineer:
<br />Professional liability (errors and omissions) insurance, with a combined single limit of not less
<br />than $1,000,000 per claim.
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<br />e. The following requirements apply to the insurance to be provided by WINDS
<br />pursuant to this section:
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<br />(i) WINDS shall maintain all insurance required above in full force and effect
<br />for the entire pcriod covered by this Agreement.
<br />(ii) Certificates of insurance shall be furnished to the CITY upon execution of
<br />this Agreement and shall be approved in form by the City Attorney.
<br />(iii) Ccrtificates and policies shall state that the policies shall not be canceled
<br />or reduced in coverage or changed in any other material aspect without
<br />thirty (30) days prior written notice to the CITY.
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<br />f. If WINDS fails or refuses to produce or maintain the insurance required by this section
<br />or fails or refuses to furnish the CITY with required proof that insurance has been procured and
<br />is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith
<br />terminate this Agreement. Such termination shall not effect WINDS' right to be paid for its time
<br />and materials expcnded prior to notification of termination. WINDS waives the right to receive
<br />compensation and agrees to indemnify the CITY for any w'Ofk performed prior to approval of
<br />insurance by the CITY.
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<br />6. INDEMNIFICATION
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<br />WINDS agrees to and shall indemnify and hold harmless the CITY, its officers, agents,
<br />employees, special counsel, and representatives from liability: (I) for personal injury, damages,
<br />just compensation, restitution, judicial or equitable relief arising out of claims for personal
<br />injury, including health, and claims for property damage, which may arise from the direct or
<br />indirect operations of the WINDS or its contractors, subcontractors, agents, employees, or other
<br />persons acting on their behalf which relates to the services described in section I of this
<br />Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution,
<br />judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement.
<br />This indemnity and hold harmless agreement applies to all claims for damages, just
<br />compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered,
<br />by reason of the events referred to in this Section or by reason of the terms of, or effects, arising
<br />from this Agreement. The WINDS further agrees to indemnify, hold harmless, and pay all costs
<br />for the defense of the CITY, including fees and costs for special counsel to be selected by the
<br />CITY, regarding any action by a third party challenging the validity of this Agreement, or
<br />asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief
<br />due to personal or property rights arises by reason ofthe terms of, or effects arising from this
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