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8 <br /> obligations hereunder shall apply only to the percentage of fault attributable to Global, its <br /> officers, employees or agents. <br /> City shall hold harmless, indemnify and defend Global, its officers, employees and agents <br /> from and against any and all claims, actions, suits, liability, loss, expenses, damages and <br /> judgments of any nature whatsoever, including costs and attorney's fees in defense thereof, for <br /> injury, sickness, liability or death to persons or damage to property or business, caused by or <br /> arising out of City's negligent or intentional acts, errors or omissions in the performance of <br /> this Agreement and arising by reason of City's participation in this Agreement. In the event <br /> of the concurrent negligence of the parties, City's obligations hereunder shall apply only to the <br /> percentage of fault attributable to City, its officers, employees or agents. The City shall only <br /> be responsible under this paragraph for the professional judgment of EPD staff to the extent <br /> they are grossly negligent. <br /> 9. Independent Contractor. <br /> The parties do not intend to create an employer-employee relationship by this Agreement. <br /> 10. Audits and Inspections. At any time during normal business hours and as often as the <br /> City may deem necessary, the Global shall make available to the City for the City's <br /> examination all of the Global's records and documents with respect to all matters covered by <br /> this Agreement. Furthermore, Global will permit the City to audit, examine and make copies, <br /> excerpts or transcripts from such records, and to make audits of all contracts, invoices, <br /> materials, payrolls, records and other data relating to all matters covered by this Agreement. <br /> 11. Compliance with Federal, State and Local Laws. Both parties shall comply with and <br /> obey all federal, state and local laws, regulations, and ordinances applicable to the <br /> performance of Work hereunder. <br /> 12. Waiver. Any waiver by Global or the City or the breach of any provision of this <br /> Agreement by the other party will not operate, or be construed, as a waiver of any subsequent <br /> breach by either party or prevent either party from thereafter enforcing any such provisions. <br /> 13. Complete Agreement. This Agreement contains the complete and integrated <br /> understanding and Agreement between the parties and supersedes any understanding, <br /> Agreement or negotiation whether oral or written not set forth herein. <br /> 14. Modification of Agreement. This Agreement may be modified as provided in Section 6, <br /> or by a writing explicitly identified as a modification of this Agreement that is signed by <br /> authorized representatives of the City and Global. <br /> 15. Severability. If any part of this Agreement is found to be in conflict with applicable <br /> laws, such part shall be inoperative, null and void, insofar as it is in conflict with said laws, <br /> the remainder of the Agreement shall remain in full force and effect. <br /> 16. Equipment and Office. The City will provide the officers who work security at the <br /> Events Center with full City of Everett Police uniform and all other police equipment to <br /> 3 <br /> 47 <br />