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<br />Consulting Services Agreement between City of San Leandro and Lee & Ro, Inc. 05/03/2019
<br /> for Staff Augmentation Services Exhibit D – Page 1 of 4
<br />EXHIBIT C
<br />INDEMNIFICATION
<br />
<br />[NOTE TO STAFF: INDEMNIFICATION EXHIBIT VERSION 1, PROFESSIONAL
<br />USE THIS VERSION FOR ALL CONTRACTS WITH LICENSED ARCHITECTS, LANDSCAPE
<br />ARCHITECTS, PROFESSIONAL ENGINEERS, AND PROFESSIONAL LAND SURVEYORS ONLY. IF
<br />THIS VERSION 1 IS USED, DELETE VERSION 2 ON THE NEXT PAGE.]
<br />
<br />A. Consultant shall, to the extent permitted by law, including without limitation California Civil Code 2782
<br />and 2782.8, indemnify, hold harmless and assume the defense of, in any actions at law or in equity, the
<br />City, its employees, agents, volunteers, and elective and appointive boards, from all claims, losses, and
<br />damages, including property damage, personal injury, death, and liability of every kind, nature and
<br />description, arising out of, pertaining to or related to the negligence, recklessness or willful misconduct
<br />of Consultant or any person directly or indirectly employed by, or acting as agent for, Consultant, during
<br />and after completion of Consultant’s work under this Agreement.
<br />B. With respect to those claims arising from a professional error or omission, Consultant shall defend,
<br />indemnify and hold harmless the City (including its elected officials, officers, employees, and
<br />volunteers) from all claims, losses, and damages arising from the professionally negligent acts, errors
<br />or omissions of Consultant, however, the cost to defend charged to Consultant shall not exceed
<br />Consultant’s proportionate percentage fault.
<br />C. Consultant's obligation under this section does not extend to that portion of a claim caused in whole or
<br />in part by the sole negligence or willful misconduct of the City.
<br />D. Consultant shall also indemnify, defend and hold harmless the City from all suits or claims for
<br />infringement of any patent rights, copyrights, trade secrets, trade names, trademarks, service marks, or
<br />any other proprietary rights of any person or persons because of the City or any of its officers,
<br />employees, volunteers, or agents use of articles, products things, or services supplied in the
<br />performance of Consultant’s services under this Agreement, however, the cost to defend charged to
<br />Consultant shall not exceed Consultant’s proportionate percentage fault.
<br />E. In the event that Consultant or any employee, agent, or subconsultant of Consultant providing services
<br />under this Agreement is determined by a court of competent jurisdiction or the California Public
<br />Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City,
<br />Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or
<br />employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or
<br />subcontractors, as well as for the payment of any penalties and interest on such contributions, which
<br />would otherwise be the responsibility of City.
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