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<br /> City of Everett 00 52 13 - 3
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<br /> connection with its performance of this Contract, including without limitation (and without
<br /> ' limiting the generality of the foregoing) all Claims resulting from Contractor's
<br /> performance of, or failure to perform, its express and implied obligations under the
<br /> Contract. The Contractor will defend and indemnify and hold harmless the City whether
<br /> ' a Claim is asserted directly against the City, or whether a Claim is asserted indirectly
<br /> against the City, e.g., a Claim is asserted against someone else who then seeks
<br /> contribution or indemnity from the City. The amount of insurance obtained by,
<br /> obtainable by, or required of the Contractor does not in any way limit the Contractor's
<br /> duty to defend and indemnify the City. The City retains the right to approve Claims
<br /> investigation and counsel assigned to said Claim and all investigation and legal work
<br /> regarding said Claim shall be performed under a fiduciary relationship to the City. This
<br /> Section 8 is in addition to any other defense or indemnity or hold harmless obligation in
<br /> the Contract Documents.
<br /> B. The Contractor's obligations under this Section 8 shall not apply to Claims caused
<br /> by the sole negligence of the City. If (1) RCW 4.24.115 applies to a particular Claim,
<br /> and (2) such Claim is caused by or results from the concurrent negligence of(a) the
<br /> Contractor and (b) the City, then the Contractor's obligations under this Section 8 shall
<br /> apply only to the extent allowed by RCW 4.24.115.
<br /> C. As used in this section: (1) "City" includes the City's officers, employees, agents, and
<br /> ' representatives; (2) "Claims" include all losses, claims, demands, expenses (including,
<br /> but not limited to, attorney's fees and litigation expenses), suits, judgments, or damage,
<br /> whether threatened, asserted or filed against the City, whether such Claims sound in
<br /> tort, contract, or any other legal theory, whether such Claims have been reduced to
<br /> judgment or arbitration award, irrespective of the type of relief sought or demanded
<br /> (such as money or injunctive relief), and irrespective of the type of damage alleged
<br /> (such as bodily injury, damage to property, economic loss, general damages, special
<br /> damages, or punitive damages); and (3) "Contractor" includes Contractor, its
<br /> employees, agents, representatives and subcontractors. If, and to the extent,
<br /> Contractor employs or engages subcontractors, then Contractor shall ensure that each
<br /> such subcontractor (and subsequent tiers of subcontractors) shall expressly agree to
<br /> defend and indemnify and hold harmless the City to the extent and on the same terms
<br /> and conditions as the Contractor pursuant to this section.
<br /> 9. Insurance. The Contractor shall purchase and maintain such insurance as set forth
<br /> in the Contract Documents Failure to maintain such insurance shall be a material
<br /> breach of the Contract. The City shall be entitled to damages for such a breach that
<br /> include, but are not limited to, any loss (including, but not limited to, third party litigation
<br /> expenses and professional fees) suffered by the City if the City is determined to be
<br /> solely or concurrently negligent, and if the City suffers any loss or must pay or defend
<br /> against any such claim, suit, demand or damage as a result of such breach.
<br /> 10 Waiver of Industrial Insurance Immunity. Contractor waives any right of
<br /> contribution against the City. It is agreed and mutually negotiated that in any and all
<br /> claims against the City, its agents or employees, the Contractor, a subcontractor,
<br /> anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for
<br /> 00 52 13 - 3 AGREEMENT FORM
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