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Master Solutions Agreement
<br />
<br />A-11
<br />Revised August 2022
<br />MSA
<br />• $1,000,000 personal and advertising injury, each offense
<br />The policy must be endorsed to include the Client and its officials, employees and agents as additional insureds.
<br />(b) Automobile Liability Policy –
<br />Automobile Liability for owned, non-owned, hired, and leased vehicles, with an MCS 90 endorsement and a CA
<br />9948 endorsement attached if ‘pollutants’ are to be transported.
<br />Coverage limits not less than: $1,000,000 combined single limit
<br />(c) Worker's Compensation Coverage –Trace3 shall provide Workers Compensation and Employer’s Liability
<br />insurance on a state-approved policy form providing benefits as required by law with employer’s liability limits no
<br />less than $1,000,000 per accident or disease.
<br />(d) Technology Errors & Omissions Insurance – Which has a limit of not less than $2,000,000, including endorsements
<br />for (i) internet services, (ii) network security/privacy injury & identity theft coverage, and (iii) media extension.
<br />(e) Cyber Liability Insurance –
<br />Network Privacy and Security Insurance of at least $1,000,000 per occurrence / $1,000,000 aggregate.
<br />Trace3 shall furnish to the Client a Certificate of Insurance, with endorsement where required above, as evidence that
<br />policies providing insurance required by this Agreement are in full force and effect. Trace3’s insurance policies required
<br />above must apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to the
<br />Client.
<br />Trace3 agrees to provide notice to the Client at least thirty (30) days prior to cancellation, or any material alteration or
<br />non-renewal, of any of the above-required insurance coverages.
<br />Trace3 shall assume full responsibility for all loss or damage to any tools, machinery, equipment, or motor vehicles owned
<br />or utilized by Trace3, or Trace3’s agents, employees, suppliers or subcontractors, as well as to any temporary structures,
<br />scaffolding and/or protective fences, except to the extent such loss or damage is caused by the negligence or willful
<br />misconduct of the Client or its employees or agents. For the avoidance of doubt, title to and risk of loss for Products shall
<br />pass to the Client upon delivery to the Client’s designated delivery location.
<br />Trace3 shall have sole responsibility for ensuring the insurance coverage and limits required herein are also obtained by
<br />any subcontractors.
<br />Notwithstanding any other provision(s) of this Agreement, Trace3 shall not commence performing under this Agreement
<br />and Client will have no payment obligations until and unless the following are provided to the Client: (1) a copy of the
<br />Certificate(s) of Insurance with all required endorsements, properly completed and in the amounts required, and (2) where
<br />requested by the Client, a copy of the required insurance policies, including all required endorsements.
<br />16. INDEMNITY
<br />(a) To the fullest extent permitted by law, each party agrees to indemnify, defend, and hold the other party and its
<br />departments, elected and appointed officials, employees, agents and volunteers, harmless from and against any
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