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7. INSURANCE
<br />A. PROVIDER shall indemnify, hold harmless and defend COUNTY, its boards, commissions,
<br />agencies, officers, employees and representatives against any and all liability, loss
<br />(including, but not limited to, property damage, bodily injury and loss of life), damages, costs
<br />or expenses which COUNTY, its officers, employees, agencies, boards, commissions and
<br />representatives may sustain, incur or be required to pay by reason of PROVIDER furnishing
<br />the services or goods required to be provided under this Agreement, provided, however, that
<br />the provisions of this paragraph shall not apply to liabilities, losses, charges, costs, or
<br />expenses caused by or resulting from the acts or omissions of COUNTY, its agencies,
<br />boards, commissions, officers, employees or representatives. The obligations of
<br />PROVIDER under this paragraph shall survive the expiration or termination of this
<br />Agreement.
<br />B. In order to protect itself and COUNTY, its officers, boards, commissions, agencies,
<br />employees and representatives under the indemnity provisions of this Agreement,
<br />PROVIDER shall obtain and at all times during the term of this Agreement keep in full force
<br />and effect comprehensive general liability and auto liability insurance policies (as well as
<br />professional malpractice or errors and omissions coverage, if the services being provided
<br />are professional services) issued by a company or companies authorized to do business in
<br />the State of Wisconsin and licensed by the Wisconsin Insurance Department, with liability
<br />coverage provided for therein in the amounts of at least $1,000,000.00 CSL (Combined
<br />Single Limits). Coverage afforded shall apply as primary. COUNTY shall be given ten (10)
<br />days advance notice of cancellation or nonrenewal. Upon execution of this Agreement,
<br />PROVIDER shall furnish COUNTY with a certificate of insurance listing COUNTY as an
<br />additional insured and, upon request, certified copies of the required insurance policies. If
<br />PROVIDER's insurance is underwritten on a Claims -Made basis, the Retroactive Date shall
<br />be prior to or coincide with the date of this agreement, the Certificate of Insurance shall state
<br />that coverage is Claims -Made and indicate the Retroactive Date, PROVIDER shall maintain
<br />coverage for the duration of this agreement and for two years following the completion of
<br />this agreement. PROVIDER shall furnish COUNTY, annually on the policy renewal date, a
<br />Certificate of Insurance as evidence of coverage. It is further agreed that PROVIDER shall
<br />furnish the COUNTY with a 30 -day notice of aggregate erosion, in advance of the
<br />Retroactive Date, cancellation, or renewal. It is also agreed that on Claims -Made policies,
<br />either PROVIDER or COUNTY may invoke the tail option on behalf of the other party and
<br />that the Extended Reporting Period premium shall be paid by PROVIDER. In the event any
<br />action, suit or other proceeding is brought against COUNTY upon any matter herein
<br />indemnified against, COUNTY shall give reasonable notice thereof to PROVIDER and shall
<br />cooperate with PROVIDER's attorneys in the defense of the action, suit or other proceeding.
<br />PROVIDER shall furnish evidence of adequate Worker's Compensation Insurance.
<br />C. In case of any sublet of work under this Agreement, PROVIDER shall furnish evidence that
<br />each and every subcontractor has in force and effect insurance policies providing coverage
<br />identical to that required of PROVIDER.
<br />D. The parties do hereby expressly agree that COUNTY, acting at its sole option and through
<br />its Risk Manager, may waive any and all requirements contained in this Agreement, such
<br />waiver to be in writing only. Such waiver may include or be limited to a reduction in the
<br />amount of coverage required above. The extent of waiver shall be determined solely by
<br />COUNTY's Risk Manager taking into account the nature of the work and other factors
<br />relevant to COUNTY's exposure, if any, under this Agreement.
<br />SERVICE AGREEMENT NO. _
<br />Rev. 12/06/12
<br />Page 3 of 11
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