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shall cooperate with the City so that the City may comply with all of its obligations under
<br /> the Act. Within ten (10) days after receipt of notice from the City, CONSULTANT shall
<br /> deliver to the City copies of all records relating to this Agreement or relating to the work
<br /> that the City determines qualify as the City's public records under the Act.
<br /> 8. Indemnification.
<br /> Except as otherwise provided in this Section 8, the CONSULTANT hereby agrees to defend
<br /> and indemnify and save harmless the CLIENT from any and all Claims arising out of, in
<br /> connection with, or incident to any negligent or intentional acts, errors, omissions, or
<br /> conduct by CONSULTANT (or its employees, agents, representatives or
<br /> subcontractors/subconsultants) relating to this Agreement, whether such Claims sound in
<br /> contract, tort, or any other legal theory. The CONSULTANT is obligated to defend and
<br /> indemnify the CLIENT pursuant to this Section 8 whether a Claim is asserted directly
<br /> against the CLIENT or any party that makes up the CLIENT, or whether it is asserted
<br /> indirectly against the CLIENT, e.g., a Claim is asserted against someone else who then seeks
<br /> contribution or indemnity from the CLIENT or either party that makes up the CLIENT. The
<br /> CONSULTANT's duty to defend and indemnify pursuant to this Section 8 is not in any way
<br /> limited to, or by the extent of, insurance obtained by, obtainable by, or required of the
<br /> CONSULTANT. The CONSULTANT's obligations under this Section 8 shall not apply to
<br /> Claims caused by the sole negligence of the CLIENT. If(1) RCW 4.24.115 applies to a
<br /> particular Claim, and (2) such Claim is caused by or results from the concurrent negligence
<br /> of (a) the CONSULTANT, its employees, subcontractors/subconsultants or agents and (b)
<br /> the CLIENT, then the CONSULTANT's obligations under this Section 8 shall apply only to
<br /> the extent allowed by RCW 4.24.115. Solely and expressly for the purpose of its duties to
<br /> indemnify and defend the CLIENT, the CONSULTANT specifically waives any immunity it
<br /> may have under the State Industrial Insurance Law, Title 51 RCW. The CONSULTANT
<br /> recognizes that this waiver of immunity under Title 51 RCW was specifically entered into
<br /> pursuant to the provisions of RCW 4.24.115 and was the subject of mutual negotiation. As
<br /> used in this Section 8: (1) "CLIENT" includes the the City, the City's officers, employees,
<br /> agents, and/or representatives and Riverfront, Riverfront's officers, employees, agents, and
<br /> representatives, and (2) "Claims" include, but is not limited to, any and all losses, penalties,
<br /> fines, claims, demands, expenses (including, but not limited to, attorney's fees and litigation
<br /> expenses), suits,judgments, or damages, irrespective of the type of relief sought or
<br /> demanded, such as money or injunctive relief, and irrespective of whether the damage
<br /> alleged is bodily injury, damage to property, economic loss, general damages, special
<br /> damages, or punitive damages or infringement or misappropriation of any patent,
<br /> copyright, trade secret, or other proprietary right. If, and to the extent, CONSULTANT
<br /> employs or engages subconsultants or subcontractors, then CONSULTANT shall ensure
<br /> that each such subconsultant and subcontractor (and subsequent tiers of subconsultants
<br /> and subcontractors) shall expressly agree to defend and indemnify the CLIENT to the
<br /> extent and on the same terms and conditions as the CONSULTANT pursuant to this
<br /> Section 8. The provisions of this Section 8 shall survive the expiration or termination of this
<br /> Agreement.
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