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IE. EVERETT
<br /> WASHINGTON
<br /> A. Except as otherwise provided in this section, the Contractor hereby agrees to defend and
<br /> indemnify and hold harmless the City from any and all Claims arising out of, in connection with,
<br /> or incident to (1) any breach of this Contract or (2) any negligent or intentional acts, errors,
<br /> omissions, or conduct by Contractor (or its employees, agents, representatives
<br /> subcontractors/subconsultants) relating to this Contract. The Contractor is obligated to defend
<br /> and indemnify and hold harmless the City pursuant to this section whether a Claim is asserted
<br /> directly against the City, or whether it is asserted indirectly against the City, e.g., a Claim is
<br /> asserted against someone else who then seeks contribution or indemnity from the City. The
<br /> Contractor's duty to defend and indemnify and hold harmless pursuant to this section is not in
<br /> any way limited to, or by the extent of, insurance obtained by, obtainable by, or required of the
<br /> Contractor.The Contractor shall not indemnify the City for Claims caused solely by the negligence
<br /> of the City. As used in this section: (1) "City" includes the City's officers,employees, agents, and
<br /> representatives and (2)"Claims"include,but is not limited to,any and all losses,claims,demands,
<br /> expenses (including, but not limitedto, attorney's fees and litigation expenses), suits,judgments,
<br /> or damage, irrespective of the type of relief sought or demanded, such as money or injunctive
<br /> relief, and irrespective of whether the damage alleged is bodily injury, damage to property,
<br /> economic loss, general damages, special damages, or punitive damages. If, and to the extent,
<br /> Contractor employs or engages subconsultants or subcontractors, then Contractor 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 City to the extent and on the
<br /> same terms and conditions as the Contractor pursuant to this section.
<br /> B. The Contractor agrees to release, indemnify and promises to defend and save
<br /> harmless the City and its officers, agents and employees from any and all liability of any nature
<br /> or kind, including all costs and legal expenses, for or on account of any patented or unpatented
<br /> invention, process, article or appliance manufactured for use in the performance of the
<br /> Contract, including its use by the City unless otherwise specifically stipulated in this Contract.
<br /> C. Contractor shall be responsible for all obligations relating to federal income tax,
<br /> self-employment FICA taxes and contributions, and all other employer taxes and contributions,
<br /> including but not limited to industrial insurance(Workmen's Compensation), and the
<br /> Contractor agrees to hold the City harmless and indemnify the City from claims,valid or
<br /> otherwise, made to the City because of these obligations.
<br /> D. The Contractor shall maintain during the term of this Contract commercial general
<br /> liability insurance on an occurrence basis in an amount not less than $1,000,000 per occurrence
<br /> and at least$2,000,000 in the annual aggregate,including but not limited to
<br /> premises/operations (including off-site operations), blanket contractual liability and broad form
<br /> property damage. Contractor shall provide the City with a certificate of insurance in a form
<br /> acceptable to the City and an endorsement naming the City,its officers,employees and agents
<br /> as additional insureds prior to commencing any work under this Contract. If deemed
<br /> appropriate by the City, Contractor shall also maintain professional liability insurance in a form
<br /> acceptable to the City,in an amount not less than $1,000,000 per occurrence.
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