EIDE BAILLY (#2026453) - Laserfiche WebLink

Page 3 of 6 Consultant and its partners, affiliates, officers, and employees (collectively “Consultant”) shall not be responsible for any misstatements in the information provided to it to complete the engagement that Consultant may fail to detect as a result of misrepresentations or concealment of information by any of the City’s directors, officers, or employees. The City shall indemnify and hold Consultant harmless from any claims, losses, settlements, judgments, awards, damages, and attorneys’ fees arising from any such misstatement or concealment of information. If through no fault of Consultant it is named as a party to a dispute between the City and a third party, the City shall indemnify and hold Consultant harmless against any losses, damages, settlements, judgments, awards, and the costs of litigation (including attorneys’ fees) it incurs in connection with the dispute. Consultant shall not be entitled to indemnification under this Agreement unless the services were performed in accordance with professional standards in all material respects. 12. Insurance. During the term of this Agreement, Consultant shall maintain in full force and effect, at its own cost and expense, insurance coverages with insurers with an A.M. Best’s rating of no less than A:VII. Contractor shall have the obligation to furnish City, as additional insured, the minimum coverages identified below, or such greater or broader coverage for City, if available in the Contractor’s policies: a. General Liability and Bodily Injury Insurance. Commercial general liability insurance with limits of at least $2,000,000 combined limit for bodily injury and property damage that provides that the City, its officers, employees and agents are named as additional insureds under the policy as evidenced by an additional insured endorsement. The policy shall state in writing either on the Certificate of Insurance or attached rider that this insurance will operate as primary insurance for work performed by Consultant and its subconsultants, and that no other insurance effected by City or other named insured will be called on to cover a loss. b. Workers’ Compensation Insurance. Workers’ Compensation Insurance for all of Consultant’s employees, in strict compliance with State laws, including a waiver of subrogation and Employer’s Liability Insurance with limits of at least $1,000,000. c. Professional Liability Insurance. Professional liability insurance in the amount of $2,000,000. d. Certificate of Insurance. Consultant 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. The Certificate of Insurance shall provide in writing that the insurance afforded by this Certificate shall not be suspended, voided, canceled, reduced in coverage or in limits without providing notice to the City in accordance with California Insurance Code section 677.2 which requires the notice of cancellation to: 1) include the effective date of the cancellation; 2) include the reasons for the cancellation; and 3) be given at least 30 days prior to the effective date of the cancellation, except that in the case of cancellation for nonpayment of premiums or for fraud, the notice shall be given no less than 10 days prior to the effective date of the cancellation. Notice shall be sent by certified mail, return receipt requested. In addition, the insured shall provide thirty (30) days prior written notice to the City Docusign Envelope ID: 4D8D057E-4488-45E9-BA32-D570041D40D0