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Water Main Replacement “Y” – Ph 1
<br />Work Order No. UP 3814 3
<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, but not
<br />limited to, attorney’s fees and litigation expenses), suits, judgments, or damage, whether
<br />threatened, asserted or filed against the City, whether such Claims sound in tort, contract, or any
<br />other legal theory, whether such Claims have been reduced to judgment or arbitration award,
<br />irrespective of the type of relief sought or demanded (such as money or injunctive relief), and
<br />irrespective of the type of damage alleged (such as bodily injury, damage to property, economic
<br />loss, general damages, special damages, or punitive damages); and (3) “Contractor” includes
<br />Contractor, its employees, agents, representatives and subcontractors. If, and to the extent,
<br />Contractor employs or engages subcontractors, then Contractor shall ensure that each such
<br />subcontractor (and subsequent tiers of subcontractors) shall expressly agree to defend and
<br />indemnify and hold harmless the City to the extent and on the same terms and conditions as the
<br />Contractor pursuant to this section.
<br />9. Insurance. The Contractor shall purchase and maintain such insurance as set forth in the
<br />Contract Documents. Failure to maintain such insurance shall be a material breach of the
<br />Contract. The City shall be entitled to damages for such a breach that include, but are not limited
<br />to, any loss (including, but not limited to, third party litigation expenses and professional fees)
<br />suffered by the City if the City is determined to be solely or concurrently negligent, and if the
<br />City suffers any loss or must pay or defend against any such claim, suit, demand or damage as a
<br />result of such breach.
<br />9. Waiver of Industrial Insurance Immunity. Contractor waives any right of contribution
<br />against the City. It is agreed and mutually negotiated that in any and all claims against the City,
<br />its agents or employees, the Contractor, a subcontractor, anyone directly or indirectly employed
<br />by the Contractor or subcontractor, or anyone for whose acts any of them may be liable, the
<br />defense and indemnification obligations hereunder shall not be limited in any way by any
<br />limitation on the amount of damages, compensation, or benefits payable by or for the Contractor
<br />or any subcontractor under industrial worker’s compensation acts, disability benefit acts, or other
<br />employees’ benefit acts. Contractor’s and City’s signatures hereto indicate specific waiver of
<br />Contractor’s industrial insurance immunity in order to fulfill the indemnities hereunder. Solely
<br />for the purpose of indemnification and defense as provided in this Contract, the Contractor
<br />specifically waives any immunity under the State Industrial Insurance Law, Title 51 RCW. The
<br />Contractor expressly acknowledges that this waiver of immunity under Title 51 RCW was the
<br />subject of mutual negotiation and was specifically entered into pursuant to the provisions of
<br />RCW 4.24.115.
<br />10. Repair of Damage. The Contractor agrees to repair and replace all property of the City and
<br />all property of others damaged by it, its employees, subcontractors, suppliers and agents.
<br />11. Pre-Bid Inspection and Risk of Loss. It is understood that the whole of the work under this
<br />contract is to be done at the Contractor’s risk and that: (1) prior to submitting its proposal or bid,
<br />it became familiar with the conditions of excavation, subsurface, backfill, materials, climatic
<br />conditions, location, traffic, and other contingencies that may affect the work and has made its
<br />bid or proposal accordingly and (2) that it assumes the responsibility and risk of all loss or
<br />damage to materials or work that may arise from any cause whatsoever prior to completion.
<br />12. Headings for Convenience Only. The headings in this document are for convenience only,
<br />and shall not be used or considered to interpret or construe this document.
<br />13. Effective Date. This Contract is effective as of the date of the last person to sign it, and may
<br />be executed in multiple counterparts, each of which shall be deemed an original. This Contract
<br />may be signed with AdobeSign, and any such signature is fully binding.
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