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employees, agents, representatives or subcontractors/subconsultants), whether such Claims sound
<br /> in contract, tort, or any other legal theory. The Service Provider is obligated to defend and
<br /> indemnify the City pursuant to this Section 10 whether a Claim is asserted directly against the
<br /> City, or whether it is asserted indirectly against the City, e.g., a Claim is asserted against someone
<br /> else who then seeks contribution or indemnity from the City. The Service Provider's duty to
<br /> defend and indemnify pursuant to this Section 10 is not in any way limited to, or by the extent of,
<br /> insurance obtained by, obtainable by, or required of the Service Provider. The Service Provider's
<br /> obligations under this Section 10 shall not apply to Claims caused by the sole negligence of the
<br /> City. If(1)RCW 4.24.115 applies to a particular Claim,and(2) such Claim is caused by or results
<br /> from the concurrent negligence of (a) the Service Provider, its employees,
<br /> subcontractors/subconsultants or agents and (b) the City, then the Service Provider's obligations
<br /> under this Section 10 shall apply only to the extent allowed by RCW 4.24.115. Solely and
<br /> expressly for the purpose of its duties to indemnify and defend the City, the Service Provider
<br /> specifically waives any immunity it may have under the State Industrial Insurance Law, Title 51
<br /> RCW. The Service Provider recognizes that this waiver of immunity under Title 51 RCW was
<br /> specifically entered into pursuant to the provisions of RCW 4.24.115 and was the subject of mutual
<br /> negotiation. As used in this Section 10: (1)"City"includes the City,the City's officers,employees,
<br /> agents, and representatives and (2) "Claims" include, but is not limited to, any and all losses,
<br /> penalties, fines, claims, demands, expenses (including, but not limited to, attorney's fees and
<br /> litigation expenses), suits, judgments, or damages, irrespective of the type of relief sought or
<br /> demanded, such as money or injunctive relief, and whether the damage alleged is sought on the
<br /> basis of bodily injury, damage to property, or other type of event or theory of recovery. If, and to
<br /> the extent, Service Provider employs or engages subconsultants or subcontractors, then Service
<br /> Provider shall ensure that each such subconsultant and subcontractor (and subsequent tiers of
<br /> subconsultants and subcontractors) shall expressly agree to defend and indemnify the City to the
<br /> extent and on the same terms and conditions as the Service Provider pursuant to this Section 10.
<br /> The provisions 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 City.
<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 City
<br /> authorizes 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 /> HDR 2022
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