2022/11/16 Council Agenda Packet

thereon. This Section 5 shall survive the expiration or termination of this Agreement. For the purposes of this Agreement, the claims, actions, damages, liability and expenses for which the POE must indemnify, defend and hold harmless the City are referred to as "Covered Claims". (b) Concurrent Fault. This Section 5 does not purport to indemnify the City against liability for Covered Claims caused by or resulting from the sole gross negligence or willful misconduct of the City, its officers, employees and agents. If Covered Claims are caused by or result from the concurrent negligence of (i) the City, its officers, employees or agents, and (ii) the POE, its officers, employees or agents, then this Section 5 will provide the City the maximum indemnification permitted by law. (c) Washington Law. This Section 5 is specifically and expressly intended to constitute a waiver of the POE's immunity under Washington's Industrial Insurance Act, RCW Title 51, to the full extent necessary to provide the City with a full and complete indemnity from claims made by the POE and its employees, to the maximum extent allowed by law. THE CITY AND THE POE ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF THIS SECTION WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. 6. Notices. Any written notice required or permitted to be given herein shall be mailed by first class U.S. mail or shall be by delivery in person to the party which is the intended recipient of the notice, at the following addresses or to such other respective addresses as either Party hereto may from time to time designate in writing. To City: To Port: Chief of Police City of Everett 3002 Wetmore Avenue Everett, WA 98201 Security Director Port of Everett 1205 Craftsman Way Everett, WA 98201 Notices sent by mail shall be deemed given when properly mailed, and the postmark affixed by the United States Post Office shall be conclusive evidence. 7. No Third Party Beneficiaries. Nothing in this Agreement is intended to create any rights in any third party. Nothing in this Agreement is intended to create any rights, claims or causes of action, in contract, tort or otherwise, in the name of or on behalf of any third party or entity. 8. Signatures. Execution and delivery of this Agreement by a Party shall be legally valid and effective through any of the following or by any combination of the following: (i) executing and delivering a paper copy, (ii) execution and/or transmittal by AdobeSign or DocuSign or other e-signature method, or (iii) transmitting an executed copy by email in pdf format or other electronically scanned format. This Agreement may be signed in counterparts. 3