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b. General Liability Coverage. Firm shall maintain commercial general <br />liability insurance in an amount not less than one million dollars ($1,000,000) per <br />occurrence for bodily injury, personal injury and property damage. <br />c. Professional Liability Coverage. Firm shall maintain professional errors <br />and omissions liability insurance for protection against claims alleging negligent <br />acts, errors or omissions which may arise from Firm's services under this <br />Agreement, whether such services be by the Firm or by its employees, <br />subcontractors, or subconsultants. The amount of this insurance shall not be <br />less than one million dollars ($1,000,000) on a claims -made annual aggregate <br />basis, or a combined single -limit per occurrence basis. <br />d. Deductibles and Self Insured Retentions. Any deductibles or self -insured <br />retentions must be declared to and approved by the City. At the City's option, <br />Firm shall demonstrate financial capability for payment of such deductibles or <br />self -insured retentions. <br />e. Certificates of Insurance and Endorsements. Firm shall provide <br />certificates of insurance to City upon request as evidence of the insurance <br />coverage required herein. <br />Section 7. Survival. <br />In the event that any provision of this Agreement is deemed to be illegal or <br />unenforceable, such determination shall not affect the validity or enforceability of <br />the remaining provisions hereof, all of which shall remain in full force and effect. <br />Section 8. Client Documents. <br />Firm will maintain all documents City furnishes to Firm in its client files <br />maintained for the matter. At the conclusion of the matter (or earlier, if <br />appropriate), City shall advise Firm as to which, if any, of the documents in Firm's <br />file City wishes be returned to City. Firm may keep copies thereof to the extent <br />necessary for Firm's records. <br />Section 9. Assignment. Firm may not assign, transfer, convey, pledge <br />nor otherwise dispose of its rights or obligations hereunder, without prior written <br />consent of CITY. <br />Section 10. Entire Agreement. <br />This Agreement constitutes the entire agreement between the Parties concerning <br />the engagement described in paragraph 2. It supersedes all prior agreements <br />and understandings, written or oral, and no representation by the Parties, written <br />or oral, are binding unless expressly stated in this Agreement. This Agreement <br />may be modified only in a writing signed by all Parties to this Agreement. <br />3 <br />