Seattle Hockey Partners LLC dba Kraken 9/30/2021

7. Subletting/Assignment of Contracts. This Agreement shall not be sublet or assigned in any manner without the prior written consent of the other party. 8. Indemnification. To the extent of its negligence, intentional misconduct, breach of this Agreement or violation of law,the Kraken shall hold harmless,indemnify and defend the City, its officers, employees and agents from and against any and all claims, actions, suits, liability, loss, expenses, damages and judgments of any nature whatsoever, including costs and attorney's fees in defense thereof, for injury, sickness, liability or death to persons or damage to property or business, caused by or arising out of or relating to this Agreement. Provided that in the event of the concurrent negligence of the parties,the Kraken's obligations hereunder shall apply only to the percentage of fault attributable to the Kraken, its officers, employees or agents. 9. Independent Contractor/Public Duty Doctrine. It is further agreed by and between the parties that this Agreement shall not constitute nor create an employer-employee relationship. The purpose of this Agreement is to provide an administrative framework for the provision of City EMS at the Arena. The City's performance of this Agreement is a governmental function of the City fully subject to the Washington public duty doctrine. The Kraken waives any right it may have to assert that the City's performance of the Agreement falls under any exception to the public duty doctrine,including without limitation any exception based on(a)legislative intent,(b)failure- to-enforce,(c)rescue or(d) special relationship. 10. [Not Used] 11. Compliance with Federal,State and Local Laws. Both parties shall comply with and obey all federal, state and local laws, regulations, and ordinances applicable to the performance of Service hereunder. 12. Waiver. Any waiver by the Kraken or the City of the breach of any provision of this Agreement by the other party will not operate, or be construed, as a waiver of any subsequent breach by either party or prevent either party from thereafter enforcing any such provisions. 13. Complete Agreement. This Agreement contains the complete and integrated understanding and Agreement between the parties and supersedes any understanding, Agreement or negotiation whether oral or written not set forth herein. 14. Modification of Agreement. This Agreement may be modified as provided in Paragraph 6, or by a writing explicitly identified as a modification of this Agreement that is signed by authorized representatives of the City and The Kraken. 15. Severability. If any part of this 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,the remainder of the Agreement shall remain in full force and effect. 16. Notices. 3