HomeMy WebLinkAboutC2022-077 - Allana Buick BersI 0. Indemnification. To the fullest extent pennitted by law, the Consultant shall
indemnify, defend and hold hannless the Town and each council member, officer, employee or
agent thereof (the Town and any such person being herein called an "Indemnified Party"), for,
from and against losses, claims, damages, liabilities, costs and expenses (including, but not limited
to, reasonable attorneys' fees, court costs and the costs of appellate proceedings) to which any
such Indemnified Party may become subject, under any theory of liability whatsoever ("Claims"),
insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or
based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, breach of
contract, in connection with the work or services of the Consultant, its officers, employees, agents,
or any tier of subcontractor in the perfonnance of this Agreement. The amount and type of
insurance coverage requirements set forth below will in no way be construed as limiting the scope
of the indemnity in this Section. Consultant’s duty to defend will be satisfied by reimbursement of
Indemnitees’s defense costs in proportion to Consultant’s share of fault as determined by a court of
competent jurisdiction or agreement between the parties.11.Insurance.
I 1.1 General.
A. Insurer Qualifications. Without limiting any obligations or
liabilities of Consultant, Consultant shall purchase and maintain, at its own expense,
hereinafter stipulated minimum insurance with insurance companies authorized to do
business in the State of Arizona pursuant to ARIZ. REV. STAT.§ 20-206, as amended, with
an AM Best, Inc. rating of A-or above with policies and fonns satisfactory to the Town.
Failure to maintain insurance as specified herein may result in tennination of this
Agreement at the Town's option.
B.No Representation of Coverage Adequacy. By requiring insurance
herein, the Town does not represent that coverage and limits will be adequate to protect
Consultant. The Town reserves the right to review any and all of the insurance policies
and/or endorsements cited in this Agreement but has no obligation to do so. Failure to
demand such evidence of full compliance with the insurance requirements set forth in this
Agreement or failure to identify any insurance deficiency shall not relieve Consultant from,
nor be construed or deemed a waiver of, its obligation to maintain the required insurance
at all times during the perfonnance of this Agreement.
C.Additional Insured. All insurance coverage, except Workers'
Compensation insurance and Professional Liability insurance, if applicable, shall name, to
the fullest extent permitted by law for claims arising out of the performance of this
Agreement, the Town, its agents, representatives, officers, directors, officials and
employees as Additional Insured as specified under the respective coverage sections of this
Agreement.
D.Coverage Term. All insurance required herein shall be maintained
in full force and effect until all work or services required to be perfonned under the terms
of this Agreement are satisfactorily performed, completed and formally accepted by the
Town, unless specified otherwise in this Agreement.
3
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
and year first set forth above.
“Town”
TOWN OF FOUNTAIN HILLS,
an Arizona municipal corporation
Grady E. Miller, Town Manager
ATTEST:
Elizabeth A. Klein, Town Clerk
APPROVED AS TO FORM:
Aaron D. Arnson, Town Attorney
[SIGNATURES CONTINUE ON FOLLOWING PAGES]
Elizabeth Klein (Apr 13, 2022 14:35 PDT)
“Contractor”
____________________________________,
By:
Name:
Title:
Allana, Buick & Bers, Inc., a(n) California corporation
John Kelleher (Apr 7, 2022 10:02 PDT)
John Kelleher
CFO
John Kelleher