and expressly for the purpose of its duties to indemnify and defend the Agencies and each Agency,
<br /> the Service Provider specifically waives any immunity it may have under the State Industrial
<br /> Insurance Law, Title 51 RCW. The Service Provider recognizes that this waiver of immunity
<br /> under Title 51 RCW was specifically entered into pursuant to the provisions of RCW 4.24.115 and
<br /> was the subject of mutual negotiation. As used in this Section 10: (1)the"Agencies"includes the
<br /> City,the Associate Agency,their officers,employees,agents,and representatives and(2)"Claims"
<br /> include, but is not limited to, any and all losses, penalties, fines, claims, demands, expenses
<br /> (including, but not limited to, attorney's fees and litigation expenses), suits, judgments, or
<br /> damages, irrespective of the type of relief sought or demanded, such as money or injunctive relief,
<br /> and irrespective of whether the damage alleged is bodily injury, damage to property, economic
<br /> loss, general damages, special damages, or punitive damages or infringement or misappropriation
<br /> of any patent, copyright, trade secret, or other proprietary right. If, and to the extent, Service
<br /> Provider employs or engages subconsultants or subcontractors,then Service Provider shall ensure
<br /> that each such subconsultant and subcontractor (and subsequent tiers of subconsultants and
<br /> subcontractors) shall expressly agree to defend and indemnify the Agencies to the extent and on
<br /> the same terms and conditions as the Service Provider pursuant to this Section 10. The provisions
<br /> of this Section 10 shall survive the expiration or termination of this Agreement
<br /> 11. Insurance.
<br /> A. Service Provider shall comply with the following conditions and procure and keep in force
<br /> during the term of this Agreement, at Service Provider's own cost and expense, the following
<br /> policies of insurance with companies authorized to do business in the State of Washington,which
<br /> are rated at least"A"or better and with a numerical rating of no less than seven(7),by A.M. Best
<br /> Company and which are acceptable to the Agencies.
<br /> 1. Workers' Compensation Insurance as required by Washington law and Employer's
<br /> Liability Insurance with limits not less than $1,000,000 per occurrence. If the Agencies
<br /> authorize sublet work, the Service Provider shall require each subcontractor to provide
<br /> Workers' Compensation Insurance for its employees, unless the Service Provider covers
<br /> such employees.
<br /> 2. Commercial General Liability Insurance on an occurrence basis in an amount not
<br /> less than $1,000,000 per occurrence and at least $2,000,000 in the annual aggregate,
<br /> including but not limited to: premises/operations (including off-site operations), blanket
<br /> contractual liability and broad form property damage.
<br /> 3. Business Automobile Liability Insurance in an amount not less than$1,000,000 per
<br /> occurrence, extending to any automobile. A statement certifying that no vehicle will be
<br /> used in accomplishing this Agreement may be substituted for this insurance requirement.
<br /> B. The above liability policies shall be primary as to the Agencies and shall contain a
<br /> provision that the policy shall not be canceled or materially changed without 30 days prior written
<br /> notice to the Agencies. No cancellation provision in any insurance policy shall be construed in
<br /> derogation of the continuous duty of the Service Provider to furnish the required insurance during
<br /> the term of this Agreement.
<br /> Page 4
<br /> Three Party Services Agreement
<br />
|