: Hold Harmless To the fullest extent permitted by law, Respondent shall hold harmless, defend at its own expense, and indemnify the City of Stockton, its Mayor, Council, officers, representatives, agents, employees and volunteers, against any and all liability, claims, losses, damages, or expenses, including reasonable attorney’s fees, arising from all acts or omissions to act of consultant or its officers, agents, or employees in rendering services under this contract; excluding, however, such liability, claims, losses, damages, or expenses arising from the City of Stockton’s sole negligence or willful acts. The duty to defend and the duty to indemnify are separate and distinct obligations. The indemnification obligations of this section shall survive the termination of this agreement. Section 7: Selection and Award Award will be made to the final Proponent based on the most advantageous proposals with the proper credentials and best experience/professional standards. The City reserves the right to select the successful proponent and negotiate terms of a contract with the proponent whose proposal is most responsive to the needs of the City. Further, the City reserves the right to reject any and all proposals, or alternate proposals, or waive any informality in the proposal as is in the City’s best interest. Staff will determine how well the RFP meet the needs of the City in terms of suitability of services, experience, and cost will not be the primary factor. Responses are subject to final negotiation. If no proposals are accepted, the City reserves the right to cancel this RFP and release a new RFP. Please note: the City reserves the right to modify this quote request additional information, modify additional requests, and determine which vendor is most qualified with the best services available. The final determination of services and City subsidy will be based on final negotiations and City’s right to determine the most qualified candidate. Insurance Requirements Artist shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Artist, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Artist has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If the artist maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the artist. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Artist including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Artist’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract. Primary Coverage For any claims related to this contract, the Artist’s insurance coverage shall be endorsed as primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Artist’s insurance and shall not contribute with it. The City of Stockton does not accept endorsements limiting the Artist’s insurance coverage to the sole negligence of the Named Insured. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton. Waiver of Subrogation Artist hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Artist may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Artist agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Stockton for all work performed by the Artist, its employees, agents and subcontractors. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City of Stockton Risk Services. The City of Stockton may require the Artist to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton. Verification of Coverage Artist shall furnish the City of Stockton with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City of Stockton Risk Services before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Artist’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Artist shall, prior to the commencement of work under this Agreement, provide the City of Stockton with a copy of its declarations page(s) and endorsement page(s) for each of the required policies. Subcontractors Artist shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Artist shall ensure that City of Stockton is an additional insured on insurance required from subcontractors. Special Risks or Circumstances City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Certificate Holder Address Proper address for mailing certificates, endorsements and notices shall be: City of Stockton 400 E Main Street, 3rd Floor – HR Attn: City Risk Services Stockton, CA 95202 City of Stockton Risk Services Phone: 209-937-5037 City of Stockton Risk Services Fax: 209-937-8558