2015/05/06 Council Agenda Packet

I I 19. CoIntillance with the WashitigtOn State Public geitActo rvice Provider aCknoWledgeS that the City is subject to the Public Records Act,chapter 42.56.RCW(the 'Act').All records owned,used or retained by the City are public-records subject to disclosure unless exempt under the Act,whether ra. not such records are in the possessiOn.or Control-of the City or Service Provider, Service Provider shall cooperate with the City so that the City may cOmplyVith all of its obligations under the Act Within ten_ (10 days after receipt of notice from the City,Service Provider tali deliver to the City copies of all records relating to the Agreement or relating to the Work that the City qualify as the City's. public records under the Act If the City receives a public records request relating to the.Agreement or telaiug-t0 the Work,the City-shall seek to provide notice to Service Provider at least ten.(10)days before the City releases records pursuant to such public records request,but in no event will the City have any 11.4bility to Service..Provider for any failure of the City to provide such notice; addition to its other indemnification and defense obligationS.under the Agreement,.Service Provider shall indemnify and defend the City from and against any and palates,per4tleS1 thaes,claims,deiTiOnk expenses (including,but not limited to, attorney's fees and litigation expenses),suits, udgMents,or damage arising from.Or relating to any failureof Service PtoVidOr IQ comply wihThi Section 18. 20-Equal*VirtplorgeOt OPportUnity. Service Provider shall not discriminate against any employee, applicant for employment,independent SetVicePrciVidet,or proposed independent Service Provider,on the basis of race;color,religion,sex,age,disability,marital state,or national origin. • 21. W4iver.Any waiver by the Service Provider or the City or the breach of any provision of the Agreement by the other party will not operate,or be Oonsnued,as awaiver of any subsequent breach by either patty 0.r prevent either party from thereafter bilfijteirtg.a.ty well provisions. 22, Complete Agreement The Agreement-contains-ft complete and integrated understanding and Agreement between the parties and'supersedes any understanding,Agreement or negotiation whether oral.or.-written not set forth herein. 23,Modification of Agreentent.The Agreement_rov be modified as provided 11118-,or by a writing explicitly identified as a Modification(lithe Agreement that is signed by authorized representatives of the City and the Service Provider. 24.$eyevgbility.If any part of the Agreement is found to be in conflict with applicable laws,such part. shall be inoperative;null and void,insofar as it is in.conflict with said laws,and.the remainder of the Agreement shall remain in fi41 force and effect. A,.Notices to the City-.Of Everett shall be sent to the notice address on the first page of the Agreetrtent. . Notices to the Settice Provider shall be sent to the notice address oil the first page of the Agreement; 26 Venue Venue for-any lawsuit arising out of the Agreement shall be in the Superior C01.4-1 of Snohomish County,Washington.. 27. Governing Law.The laws of the State of Washington,Without giving effect to principles or conflict of laws,govern matters arising out of or relating to the Agreement Ceileral Conditions Pa gr8 7 1 1 5 • Standard Doturiieflt Approv.8d 4.22.14/Office Of City Attorney