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<br />(Form Approved by City Attorney’s Office January 7, 2010, updated December 2, 2022)
<br />omissions, or conduct by Service Provider (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 Service Provider is obligated to defend and
<br />indemnify and save harmless the City pursuant to this Section 10 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 />Service Provider’s duty to defend and indemnify and save harmless pursuant to this Section 10 is
<br />not in any way limited to, or by the extent of, insurance obtained by, obtainable by, or required
<br />of the Service Provider. The Service Provider’s obligations under this Section 10 shall not apply
<br />to Claims caused by the sole negligence of the City. If (1) RCW 4.24.115 applies to a particular
<br />Claim, and (2) such Claim is caused by or results from the concurrent negligence of (a) the
<br />Service Provider, its employees, subcontractors/subconsultants or agents and (b) the City, then
<br />the Service Provider’s liability under this Section 10 shall be only to the extent of Service
<br />Provider’s negligence. Solely and expressly for the purpose of its duties to indemnify and
<br />defend and save harmless the City, the Service Provider specifically waives any immunity it may
<br />have under the State Industrial Insurance Law, Title 51 RCW. The Service Provider recognizes
<br />that this waiver of immunity under Title 51 RCW was specifically entered into pursuant to the
<br />provisions of RCW 4.24.115 and was the subject of mutual negotiation. As used in this Section
<br />10: (1) “City” includes the City, the City’s officers, employees, agents, and representatives and
<br />(2) “Claims” include, but is not limited to, any and all losses, penalties, fines, claims, demands,
<br />expenses (including, but not limited to, attorney’s fees and litigation expenses), suits, judgments,
<br />or damages, 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 or infringement or
<br />misappropriation of any patent, copyright, trade secret, or other proprietary right. If, and to the
<br />extent, Service Provider employs or engages subconsultants or subcontractors, then Service
<br />Provider shall ensure that each such subconsultant and subcontractor (and subsequent tiers of
<br />subconsultants and subcontractors) shall expressly agree to defend and indemnify and save
<br />harmless the City to the extent and on the same terms and conditions as the Service Provider
<br />pursuant to this Section 10. The provisions of this Section 10 shall survive the expiration or
<br />termination of this Agreement.
<br />
<br />11. Insurance.
<br /> A. Service Provider shall comply with the following conditions and procure and keep in
<br />force during the term of this Agreement, at Service Provider’s own cost and expense, the
<br />following policies of insurance with companies authorized to do business in the State of
<br />Washington, which are rated at least “A” or better and with a numerical rating of no less than
<br />seven (7), by A.M. Best Company and which are acceptable to the City.
<br />
<br /> 1. Workers’ Compensation Insurance as required by Washington law and Employer’s
<br />Liability Insurance with limits not less than $1,000,000 per occurrence. If the City
<br />authorizes sublet work, the Service Provider shall require each subcontractor to provide
<br />Workers’ Compensation Insurance for its employees, unless the Service Provider covers
<br />such employees.
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