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General Provisions - 2
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<br />agents and (b) the City, then Service Provider’s liability under this Section shall be only to the
<br />extent of Service Provider’s negligence. Solely and expressly for the purpose of its duties to
<br />indemnify and defend and save harmless the City, Service Provider specifically waives any
<br />immunity it may have under the State Industrial Insurance Law, Title 51 RCW. Service Provider
<br />recognizes that this waiver of immunity under Title 51 RCW was specifically entered into pursuant
<br />to the provisions of RCW 4.24.115 and was the subject of mutual negotiation. As used in this
<br />Section: (1) “City” includes the City, the City’s officers, employees, agents, and representatives
<br />and (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. Additionally,
<br />the defense and hold harmless obligations of Service Provider in this Section 7 shall not apply to
<br />any Claims to the extent such Claims arise out of or are related to: (i) the City’s ownership and
<br />maintenance (or lack thereof) of the Designated Sale Items (defined in Exhibit A attached hereto),
<br />(ii) the condition of the Designated Sale Items at time of auction, (iii) any title defects or delays in
<br />delivering free and clear title to the Designated Sale Items, (v) any breach of this Agreement by
<br />the City, and/or (vi) any violations of applicable state and federal laws by the City, including,
<br />without limitation, state and federal emissions laws and regulations. The provisions of this
<br />Section shall survive the expiration or termination of this Agreement.
<br />8. Insurance.
<br />A. Service Provider shall comply with the following conditions and procure and keep in force
<br />during the term of this Agreement, at Service Provider’s own cost and expense, the policies
<br />of insurance as set forth in this Section with companies authorized to do business in the State
<br />of Washington, which are rated at least “A-” or better and with a numerical rating of no less
<br />than seven (7), by A.M. Best Company and which are acceptable to the City.
<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, Service Provider shall require each subcontractor to provide
<br />Workers’ Compensation Insurance for its employees, unless Service Provider covers
<br />such employees.
<br />2. Commercial General Liability Insurance on an occurrence basis in an amount not
<br />less than $1,000,000 per occurrence and at least $2,000,000 in the annual
<br />aggregate, including but not limited to: premises/operations (including off-site
<br />operations), blanket contractual liability and broad form property damage.
<br />3. Business Automobile Liability Insurance in an amount not less than $1,000,000 per
<br />occurrence, extending to any automobile. A statement certifying that no vehicle
<br />will be used in accomplishing this Agreement may be substituted for this insurance
<br />requirement.
<br />B. The above liability policies shall be primary as to the City and shall contain a provision that
<br />the policy shall not be canceled or materially changed without 30 days prior written notice to
<br />the City. No cancellation provision in any insurance policy shall be construed in derogation
<br />of the continuous duty of Service Provider to furnish the required insurance during the term
<br />of this Agreement.
<br />C. The Description of Operations on the Certificate of Insurance must substantially read as
<br />follows: "The above commercial general and auto liability policies are primary as to the City
<br />of Everett; have the City of Everett, its officers, employees, agents, and volunteers as
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