2007/07/25 Council Agenda Packet

VII X '7 Legal Relations Venue No liability shall attach to the AGENCY or the STATE by reason of For the convenience of the PARTIES to this AGREEMENT, it is agreed entering into this AGREEMENT except as expressly provided herein. that any claims and/or causes of action,growing out of this AGREEMENT or the project or program with which it is concerned,shall be brought only in the Superior Court for Thurston County. VIII Nondiscrimination XI The AGENCY agrees to comply with all applicable state and federal laws, Termination rules, and regulations pertaining to nondiscrimination and agrees to require the same of all subcontractors providing services or performing The Secretary of the Department of Transportation may terminate this any work using funds provided under this AGREEMENT. AGREEMENT if the funding becomes unavailable or if the Secretary determines that it is in the best Interest of the STATE. IX Indemnification and Hold Harmless XII State Review of Project The PARTIES agree to the following: Each of the PARTIES,shall protect,defend,indemnify and save harmless The STATE shall review the project identified in this AGREEMENT as the other PARTY, Its officers, officials, employees, and agents, while semiannually u Projectytdetermine /Locationtand jecc is makingon ofWork, f ctory acting within the scope of their employment as such, from any and all pr aIf the T T has awardedwhaer the project satisfactory costs,claims,judgment,and/or awards of damages(both to persons and progress.oIf STATE the project funds, but the wGENCe does not report satisfactory activity within one year of the grant award,the property),arising out of,or in any way resulting from,each of the PARTY's STATE shall review that project to determine whether the grant should be own negligent acts or omissions. No PARTY will be required to Indemnify, terminated. defend,or save harmless the other PARTY if the claim, suit,or action for injuries, death, or damages(both to persons and property)is caused by XIII the sole negligence of the other PARTY. Where such claims, suits, or actions result from the concurrent negligence of the PARTIES, the Final Report and Final Inspection indemnity provisions provided herein shall be valid and enforceable only to the extent of a PARTY's own negligence. Each of the PARTIES agrees Within ninety (90) days following the completion of the project and that its obligations under the subparagraph extend to any claim,demand submission of the final billing for the project, a final report and/or final and/or cause of action brought by,or on behalf of,any of its employees or inspection shall be submitted to the Public Transportation Director agents. For this purpose, each of the PARTIES, by mutual negotiation, containing the following information: hereby waives,with respect to the other PARTY only, any immunity that would otherwise be available against such claims under the Industrial Capital Protects Insurance provision of Title 51 RCW. In the event of litigation or other 1. A final Inspection is required. action brought to enforce the provisions of this section each PARTY shall bear its own attorney fees and costs. XIV This indemnification shall survive the termination of this AGREEMENT. Supplement This AGREEMENT may be modified or supplemented only in writing by both PARTIES. IN WITNESS WHEREOF,the PARTIES hereto have executed this AGREEMENT on the day and year last written below. AGENCY STATE Signature: Signature: Printed Name: Ray Stephenson Printed Name: Public Transportation Director Title: Mayor, City of Everett Date: Date: APPROVED AS TO FORM ONLY: By: Susan Cruise Assistant Attorney General Date: June 5, 2007 4