Reso 2012-1904 - Laserfiche WebLink

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Owned vehicles. Hired and non -owned vehicles. Employers' non - ownership. Such policies of insurance shall not diminish Consultants indemnification obligations hereunder. The insurance policy shall be issued by such company, in such forms and with such limits of liability and deductibles as are acceptable to the City and shall be endorsed to be primary over any insurance, which the City may maintain. Before any work under this Agreement is performed, and at any time upon request, Consultant shall furnish to the City certificates of insurance evidencing the minimum required coverage and appropriately endorsed for contractual liability with the City named as an additional insured. All policies shall contain a waiver of subrogation endorsement. All policies and certificates shall be in forms and issued by insurance companies acceptable to the City Manager or his designee. All insurance policies and certificates of insurance shall provide that the policies may not be canceled or altered without thirty (30) calendar day's prior written notice to the City Manager or his designee 7. OWNERSHIP OF DOCUMENTS AND EQUIPMENT. All documents prepared by the Consultant pursuant to this agreement and related services to this agreement are intended and represented for the ownership of the City only. Any other use by Consultant or other parties needs to be approved in writing by the City in order to be properly authorized. Any use for extensions of the project or for any other project without written verification or adaptation by the Consultant for the specific purpose intended will be at the City's sole risk and without liability or legal exposure to the Consultant. 8. INDEMNIFICATION. Consultant agrees to indemnify and hold harmless, the City, its officers, agents, employees from, and against any and all claims, actions, liabilities, losses and expenses - including, —but not - limited- to,-attomey's -fees - for - personal, .- eeonomic -or- bndiLy_injury, . wrongful death, loss of or damage to property, at law or in equity, resulting from the negligent acts, errors, omissions or other wrongful conduct of the Consultant, agents or other personal entity acting under Consultant's control in connection with the Consultant's performance of services pursuant to that agreement and to that extent the Consultant shall pay such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such claims and losses including but not limited to wrongful termination or allegations of discrimination or harassment of Consultant's staff, and shall pay all costs and attorneys' fees expended by the City in defense of such claims and losses including appeals. The parties agree that ten percent (10 %) of the total compensation is a specific consideration from the City to the Consultant for this indemnity. 9. TERMINATION. A. If, through any cause within the reasonable control the Consultant shall fail to fulfill in a timely manner or otherwise violate any of the covenants, agreements or stipulations material to this agreement, the City shall have the right to terminate the services then remaining to be performed. Prior to the exercise of its option to terminate for cause, the City shall notify the Consultant of its violation of the particular terms of the agreement and grant Consultant ten Page 4 of 7 I E31