Title
a. Approve and authorize the County Administrative Officer, or designee to execute Amendment 1 to the Agreement with Lapkoff & Gobalet Demographic Research, Inc. (hereinafter, "Lapkoff") effective retroactive to June 8, 2021 through March 31, 2022, solely to cap the indemnification clause at the aggregate limits of CONTRACTOR'S insurance.
Report
RECOMMENDATION:
It is recommended that the Board of Supervisors:
a. Approve and authorize the County Administrative Officer, or designee to execute Amendment 1 to the Agreement with Lapkoff & Gobalet Demographic Research, Inc. (hereinafter, "Lapkoff") effective retroactive to June 8, 2021 through March 31, 2022, solely to cap the indemnification clause at the aggregate limits of CONTRACTOR'S insurance.
SUMMARY/DISCUSSION:
On June 8, 2021, the Board of Supervisors approved the Agreement with Lapkoff & Gobalet Demographic Research, Inc. ("Lapkoff") to provide demographic services for the 2021 Monterey County Redistricting process, effective June 8, 2021 to March 31, 2022 not to exceed the amount of $190,000. The contract has an unlimited indemnification clause. Lapkoff would like to limit the indemnification clause to up to the aggregate limits of the CONTRACTOR's insurance.
Therefore, in Section 8.0 of the Agreement's conditions, Lapkoff would like to change the standard indemnification language from being unlimited, to being capped at the aggregate limits of Lapkoff's insurance limits. The modified language is located in the first sentence of the indemnification clause, in Section 8.0, and clarifies the agreed upon limited indemnification and will read as follows:
"CONTRACTOR shall indemnify up to the aggregate limits of the CONTRACTOR's insurance, defend and hold harmless the County, its officers, agents, and employees, from and against any and all claims, liabilities, and losses whatsoever (including damages to property and injuries to or death of persons, court costs, and reasonable attorneys' fees) ...
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