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damages, liability, costs or expenses arising out of or relating to: (a) the Port's use of
<br />the Controlled Area or from the conduct of the Port or the Port's employees, or agents or
<br />contractors with respect to any activity engaged in or allowed by the Port in or about
<br />the Controlled Area, (b) any breach or default in the performance of any obligation on the Port's
<br />part to be performed under the terms of this Agreement, (c) assertions by landowners adjacent to
<br />the Controlled Area that the Port or the Port's contractors' activities in the Controlled Area
<br />unduly restrict access to their property, (d) assertions by those persons who have rights to access
<br />and/or use the Controlled Area under easements, franchises or other rights of access or use that
<br />the Port's or Port's contractors' activities or access restrictions cause such persons to be unable
<br />to exercise such rights, (e) allegations that the methods used by the Port or Port's contractors (or
<br />their security guards, flaggers, and/or other personnel) to control vehicular and pedestrian traffic
<br />are inadequate, (f) release of hazardous substances in the Controlled Area by the Port or the
<br />Port's contractors or (g) any act or omission, negligence or willful misconduct of the Port, or any
<br />officer, agent, or employee or contractor of the Port, and from all costs, damages, attorneys' fees
<br />and liabilities incurred in defense of any such claim in any action or proceeding brought
<br />thereon. This Section shall survive the expiration or termination of this Agreement. For the
<br />purposes of this Agreement, the claims, actions, damages, liability and expenses for which the
<br />Port must indemnify, defend and hold harmless the City are referred to as "Covered
<br />Claims". (b)
<br />Concurrent Fault. This Section 8 does not purport to indemnify the City against
<br />liability for Covered Claims caused by or resulting from the sole gross negligence or willful
<br />misconduct of the City, its officers, employees and agents. If Covered Claims are caused by or
<br />result from the concurrent negligence of (i) the City, its officers, employees or agents, and
<br />(ii) the Port, its agents, servants, employees, officers, subcontractors, sublicensees, sublicensees,
<br />successors or assigns, then this Section will provide the City the maximum indemnification
<br />permitted by law. (c)
<br />9. Washington Law. This Section 8 is specifically and expressly intended to
<br />constitute a waiver of the Port's immunity under Washington's Industrial Insurance Act, RCW
<br />Title 51, to the full extent necessary to provide the City with a full and complete indemnity from
<br />claims made by the Port and its employees, to the maximum extent allowed by law. THE
<br />CITY AND THE PORT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS
<br />OF THIS SECTION WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY
<br />THEM. (d)
<br />10. Waiver and Release. The City shall not be liable to the Port, or its officers, agents,
<br />employees, customers, contractors or licensees, for any loss, injury or damage to the Port or any
<br />other person, or to its or their property, irrespective of the cause of such injury, damage or loss,
<br />unless, and then only to the extent, it is caused by or results from the gross negligence
<br />or willful misconduct of the City or its employees without contributory negligence on the part
<br />of the Port or any of its officers, agents, employees, customers, contractors or licensees. As a
<br />material part of the consideration to the City for this Agreement, the Port hereby waives
<br />and releases all claims against the City with respect to all matters for which the City has
<br />Interlocal Agreement
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