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July 15, 2024 Page 52 City of San Leandro/ACI Franchise Agreement this Agreement and not less than three (3) years thereafter. Proof of such “tail” or other 2066 continuous coverage shall be required at any time that the Contractor changes to a new 2067 carrier prior to receipt of any payments due. 2068 4. The Contractor shall declare all aggregate limits on the coverage before commencing 2069 performance of this Agreement, and City’s Risk Manager reserves the right to require higher 2070 aggregate limits to ensure that the coverage limits required for this Agreement as set forth 2071 above are available throughout the performance of this Agreement. In the event that the 2072 City’s Risk Manager requests a change in accordance with this Section 9.2.B.4 which results in 2073 increased costs to Contractor, such change shall be addressed in accordance with Section 3.5. 2074 5. The deductibles or self-insured retentions are for the account of Contractor and shall be the 2075 sole responsibility of the Contractor. 2076 6. Each insurance policy shall provide or be endorsed to state that coverage shall not be 2077 suspended, voided, canceled by either Party, reduced in coverage or in limits except after 2078 thirty (30) calendar days prior written notice by certified mail, return receipt requested, has 2079 been given to City Contract Manager ten (10) Business Days for delinquent insurance 2080 premium payments). 2081 7. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A-VII, 2082 unless otherwise approved by City Risk Manager. 2083 8. The policies shall cover all activities of Contractor, its officers, employees, agents, and 2084 volunteers arising out of or in connection with this Agreement. 2085 9. For any claims relating to this Agreement, the Contractor’s insurance coverage shall be 2086 primary, including as respects City, its officers, agents, employees, and volunteers. Any 2087 insurance maintained by City shall apply in excess of, and not contribute with, insurance 2088 provided by Contractor’s liability insurance policy. 2089 10. The Contractor shall waive all rights of subrogation against City, its officers, employees, 2090 agents, and volunteers. 2091 C. Endorsements Prior to the Effective Date pursuant to this Agreement, Contractor shall furnish City 2092 Manager or City Manager’s designee with certificates or original endorsements reflecting coverage 2093 required by this Agreement. The certificates or endorsements are to be signed by a Person 2094 authorized by that insurer to bind coverage on its behalf. All certificates or endorsements are to be 2095 received by, and are subject to the approval of, City Risk Manager before work commences. 2096 D. Renewals. During the Term of this Agreement, Contractor shall furnish City Risk Manager with 2097 certificates or original endorsements reflecting renewals, changes in insurance companies, and any 2098 other documents reflecting the maintenance of the required coverage throughout the entire Term 2099 of this Agreement. The certificates or endorsements are to be signed by a Person authorized by that 2100 insurer to bind coverage on its behalf. 2101 E. Workers' Compensation. Contractor shall provide workers’ compensation coverage as required by 2102 State law and shall comply with Section 3700 of the State Labor Code. 2103 F. Cyber Liability Insurance. Contractor, at its own cost and expense, shall maintain cyber liability 2104 insurance for the term of this Agreement in an amount not less than $1,000,000.00 per occurrence. 2105 Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by 2106 Contractor in this Agreement and shall include, but not be limited to, claims involving infringement 2107 Docusign Envelope ID: 908A450D-1F36-4C09-B8A4-C1D639B5A05A