EarthCorps 2/27/2017 - Laserfiche WebLink

Service agreement,page 2 e) Sponsor recognizes its responsibility to have the project prepared with all necessary permits, site permission and materials in order for EarthCorps to proceed by March 1, 2017. I) Service Agreement Start Date: February 2, 2017. Service Agreement End Date: December 31st, 2019. Project Title: Everett GSI. See attached SOW with same Project Title. g) EarthCorps understands and agrees that Sponsor is not compensating EarthCorps for any Services or for anything else under this Service Agreement. EarthCorps has made arrangements with other funders to fund the Services. In the event of a conflict between the terms of this Service Agreement and the SOW, this Service Agreement shall prevail. 2) The parties agree that EarthCorps is an independent non-profit agency and neither it nor any of its employees as contemplated hereunder shall be deemed for purposes of this Service Agreement, or for any purpose, as employees of the Sponsor. 3) The Sponsor and EarthCorps agree that EarthCorps is solely responsible for the recruiting, training, and supervision of its employees and trainees and the manner in which they perform the project. EarthCorps through its Crew Leaders, Field Director, and the Executive Director will directly supervise any trainees working on the Property. EarthCorps Staff make every effort to help EarthCorps members understand the purpose and context of the work project as part of the training program. Participation by staff of sponsor agencies in this education and training program and in various aspects of the EarthCorps program is encouraged and appreciated. 4) Sponsor covenants, represents and warrants that it has authority and power to have such Services be performed on the Property and that to Sponsor's knowledge EarthCorps will not be in violation of any laws, regulations or statutes by performing such Services on the Property for Sponsor. 5) Force Majeure. Neither party shall be deemed in default hereof nor liable for damages arising from its failure to perform its duties or obligations hereunder if and for such time period that the failure is due to any cause beyond a party's reasonable control, including, but not limited to an act of nature, act of civil or military authority, fire, flood, windstorm, earthquake, strike or labor disturbance, civil commotion, delay in transportation, governmental delay, or war. 6) Each party agrees to defend, indemnify and hold the other party and its affiliates and their officers, directors, employees, agents and contractors (collectively, the "Indemnitees"under this paragraph) harmless from and against any and all third-party claims, lawsuits and demands and the associated liabilities, damages, costs and expenses (including reasonable attorneys' fees) (the "Claims") arising out of or relating to the work under this Service Agreement to the extent and solely to the extent caused by negligence or willful misconduct of the indemnifying party or its officers, directors, employees, agents, trainees, crew leaders, volunteers or contractors. Solely and expressly for the purpose of duties to indemnify and defend, each party specifically waives any immunity it may have under the State Industrial Insurance Law, Title 51 RCW. The parties