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benefit any third party. The CONTRACTOR shall indemnify and hold WSDOT, its agents,
<br /> employees, and/or officers harmless from, and shall process and defend at its own expense, any
<br /> and all claims, demands, suits, penalties, losses, damages (both to persons and property), or costs
<br /> of whatsoever kind or nature (hereafter "claims") brought against WSDOT arising out of or
<br /> incident to the execution, performance or failure to perform under this AGREEMENT; provided,
<br /> however, that if such claims are caused by or result from the concurrent negligence of (a) the
<br /> CONTRACTOR, its agents, employees, and/or officers and (b) WSDOT, its agents, employees,
<br /> and/or officers, this indemnity provision shall be valid and enforceable only to the extent of the
<br /> negligence of the CONTRACTOR, its agents, employees, and/or officers; and provided further
<br /> that nothing herein shall require the CONTRACTOR to hold harmless or defend WSDOT, its
<br /> agents, employees, and/or officers from any claims arising from the sole negligence of WSDOT,
<br /> its agents, employees, and/or officers.
<br /> Section 17
<br /> Hold Harmless
<br /> It is understood and agreed that this AGREEMENT is solely for the benefit of the PARTIES
<br /> hereto and gives no right to any other party. No joint venture or partnership is formed as a result
<br /> of this AGREEMENT. Each PARTY hereto agrees to be responsible and assumes liability for
<br /> its own negligent acts or omissions, or those of its officers, agents or employees. Each
<br /> agreement, contract or subcontract for services or activities to further the terms of this
<br /> AGREEMENT u shall include an indemnification and hold harmless providing that WSDOT and
<br /> the State of Washington are not liable for damages or claims for damages arising from any city,
<br /> town, designee or subcontractor's performance or activities under the terms of those agreements,
<br /> contracts or subcontracts.
<br /> Section 18
<br /> Governing Law,Venue, and Process
<br /> This AGREEMENT shall be construed and enforced in accordance with, and the validity and
<br /> performance thereof shall be governed by the laws of the State of Washington. In the event that
<br /> either PARTY deems it necessary to institute legal action or proceedings to enforce any right or
<br /> obligation under this AGREEMENT, the PARTIES hereto agree that any such action shall be
<br /> initiated in the Superior Court of the State of Washington situated in Thurston County. The
<br /> CONTRACTOR hereby accepts service of process by registered mail consistent with RCW
<br /> 4.28.080(1). Each PARTY shall bear its own legal costs and expenses, including attorney fees,
<br /> in any such litigation.
<br /> Section 19
<br /> Compliance with Laws and Regulations
<br /> The CONTRACTOR agrees to abide by all applicable state and federal laws and regulations,
<br /> including, but not limited to, those concerning employment, equal opportunity employment,
<br /> nondiscrimination assurances, project record keeping necessary to evidence AGREEMENT
<br /> compliance, and retention of all such records. The CONTRACTOR will adhere to all of the
<br /> nondiscrimination provisions in Chapter 49.60 RCW. The CONTRACTOR will also comply
<br /> with the Americans with Disabilities Act (ADA), Public Law 101-336, which provides
<br /> Page 6 of 16 17 GCA4579
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