TRI-VALLEY CONSERVANCY - Laserfiche WebLink

2. Compensation. For TVC's services, City shall pay TVC $300 per year per Conservation Easement as set forth in Exhibit B. Payment shall be made upon City's receipt of the annual report described in Exhibit A. 3. Sufficiency of TVC's Work. By executing this Agreement, TVC warrants that all services will be performed in a competent and professional manner. 4. TVC's Status. In the performance of the obligations set forth in this Agreement, TVC shall have the status of an independent contractor and TVC shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of TVC are its agents and employees and are not agents or employees of City. 5. Defend, Indemnify and Hold Harmless. TVC shall defend, indemnify, and hold harmless, the City and its officers, agents and employees (the "City Indemnified Parties") from and against all claims, losses, damage, injury, and liability for damages caused by the negligence or willful misconduct of TVC in the performance of its services under this Agreement, except to the extent caused by the negligence or willful misconduct of any of the City Indemnified Parties, regardless of whether the City has reviewed or approved the work or services which has given rise to the claim, loss, damage, injury or liability for damages. 6. Insurance. During the term of this Agreement, TVC shall maintain in full force and effect at its own cost and expense the following insurance coverage: Workers' Compensation Insurance. TVC shall maintain Workers' Compensation Insurance coverage for any employee of TVC who enters the Easement property to perform monitoring services under this Agreement, in strict compliance with State laws, including a waiver of subrogation and Employer's Liability Insurance with limits of at least $1,000,000. 7. Certificate of Insurance. TVC shall file a certificate of insurance with the City prior to the City's execution of this Agreement, and prior to engaging in any operation or activity set forth in this Agreement. 8. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, or overnight delivery by a courier addressed as follows: To TVC: Tri-Valley Conservancy To City: City Manager P.O. Box 2208 City of Pleasanton Livermore, CA 94551 P.O. Box 520 Attn: Executive Director Pleasanton, CA 94566 9. Conformance to Applicable Laws. Nothing in this Agreement shall be deemed to relieve either City or TVC of their respective obligations to comply with all Federal, State, and Municipal laws, rules, and ordinances applicable to their respective performance of obligations under this Agreement. TVC shall not discriminate in the employment of persons or in the 2