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13. Indemnity and Hold Harmless. To the fullest extent permitted by law(including,
<br />without limitation, California Civil Code §§ 2782, 2782.6 and 2782.8),Consultant shall defend
<br />with legal counsel reasonably acceptable to the City), indemnify, and hold harmless,the City
<br />and its officers, agents and employees(collectively"Indemnitees") from and against any and all
<br />claims,loss,cost,damage, injury (including,without limitation,injury to or death of an
<br />employee of Consultant or its Subconsultants),expense, and liability of every kind,nature and
<br />description(including,without limitation,incidental and consequential damages, court costs,
<br />attorneys' fees, litigation expenses and fees of expert consultants or expert witnesses incurred in
<br />connection therewith and costs of investigation)arising from, or alleged to have arisen from,
<br />pertain to,or relate to,directly or indirectly, in whole or in part,the negligence,reckless,or
<br />willful misconduct of the Consultant,any Subconsultant, anyone directly or indirectly employed
<br />by them,or anyone that they control (collectively"Liabilities")in the performance of its services
<br />under this Agreement,regardless of whether the City has reviewed or approved the work or
<br />services which has given rise to the claim, loss,cost, damage, injury or liability for damages.
<br />This indemnification shall extend for a reasonable period of time after completion of the project
<br />as well as during the period of actual performance of services under this Agreement. The City's
<br />acceptance of the insurance certificates required under this Agreement does not relieve the
<br />Consultant from its obligation under this paragraph. To the extent that there is an obligation to
<br />indemnify under this Section 13, Consultant shall be responsible for incidental and consequential
<br />damages resulting directly or indirectly, in whole or in part, from Consultant's negligence,
<br />reckless or willful misconduct.
<br />Such obligations to defend,hold harmless and indemnify any Indemnitee shall not apply
<br />to the extent such Liabilities are caused by the sole negligence, active negligence or willful
<br />misconduct of such Indemnitee. Obligation to defend shall be proportionate as to Consultant's
<br />percentage of fault as provided in California Civil Code § 2782.8.
<br />14. Insurance. During the term of this Agreement, Consultant shall maintain in full
<br />force and effect,at its own cost and expense, insurance coverages with insurers with an A.M.
<br />Best's rating of no less than A:VII. Contractor shall have the obligation to furnish City,as
<br />additional insured,the minimum coverages identified below,or such greater or broader coverage
<br />for City, if available in the Contractor's policies:
<br />a. General Liability and Bodily Injury Insurance. Commercial general
<br />liability insurance with limits of at least$2,000,000 combined limit for bodily injury and
<br />property damage that provides that the City, its officers, employees and agents are named
<br />additional insureds under the policy. The policy shall state in writing either on the
<br />Certificate of Insurance or attached rider that this insurance will operate as primary
<br />insurance for work performed by Consultant and its subconsultants, and that no other
<br />insurance effected by City or other named insured will be called on to cover a loss.
<br />b. Automobile Liability Insurance. Automobile liability insurance with limits
<br />not less than $2,000,000 per person/per occurrence.
<br />c. Workers' Compensation Insurance. Workers' Compensation Insurance for all
<br />of Consultant's employees, in strict compliance with State laws,including a waiver of
<br />subrogation and Employer's Liability Insurance with limits of at least$1,000,000.
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<br />Docusign Envelope ID: AD76C2F9-B3FA-4318-8F3F-0E57966D45A3
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