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right to participate in said suit if any principle of governmental or public law is involved;and if
<br /> final judgment in said suit be rendered against the City,and its officers,agents,and employees,
<br /> or any of them,or jointly against the City and the County and their respective officers;agents,
<br /> and employees,or any of them,the County shall satisfy the same.
<br /> 9.2 County Held Harmless.The City shall indemnify and hold harmless the County and its
<br /> officers,agents,and employees,or any of them from any and all claims,actions,suits, liability,
<br /> loss,costs,expenses,and damages of any nature whatsoever, by any reason of or arising out of
<br /> any negligent act or omission of the City,its officers,agents,and employees,or any of them
<br /> relating to or arising out of performing services pursuant to this agreement. In the event that
<br /> any suit based upon such a claim,action,loss,or damages is brought against the County,the
<br /> City shall defend the same at its sole cost and expense; provided that the County reserves the
<br /> right to participate in said suit if any principle of governmental or public law is involved;and if
<br /> final judgment be rendered against the County,and its officers,agents,and employees,or any
<br /> of them,or jointly against the County and the City and their respective officers,agents,and
<br /> employees,or any of them,the City shall satisfy the same.
<br /> 9.3 Waiver Under Washington Industrial Insurance Act.The foregoing indemnity is
<br /> specifically intended to constitute a waiver of each party's immunity under Washington's
<br /> Industrial Insurance Act,Chapter 51 RCW,as respects the other party only,and only to the
<br /> extent necessary to provide the indemnified party with a full and complete indemnity of claims
<br /> made by the indemnitor's employees.The parties acknowledge that these provisions were
<br /> specifically negotiated and agreed upon by them.
<br /> 10. insurance. Each Party shall maintain its own insurance and/or self-insurance for its liabilities
<br /> from damage to property and/or injuries to persons arising out of its activities associated with this
<br /> Agreement as it deems reasonably appropriate and prudent.The maintenance of, or lack thereof of
<br /> insurance and/or self-insurance shall not limit the liability of the indemnifying part to the indemnified
<br /> party(s). Each Party shall provide the other with a certificate of insurance or letter of self-insurance
<br /> annually as the case may be.
<br /> 11. Compliance with Laws. In the performance of its obligations under this Agreement,each party
<br /> shall comply with all applicable federal,state,and local laws, rules and regulations.
<br /> 12. Default. If either the County or the City fails to perform any act or obligation required to be
<br /> performed by it hereunder,the other party shall deliver written notice of such failure to the non-
<br /> performing party.The non-performing party shall have fifteen(15)days after its receipt of such notice in
<br /> which to correct its failure to perform the act or obligation at issue,after which time it shall be in default
<br /> ("Default") under this Agreement;provided, however,that if the non-performance is of a type that
<br /> could not reasonably be cured within said fifteen'(15)day period,then the non-performing party shall
<br /> not be in Default if it commences cure within said fifteen (15)day period and thereafter diligently
<br /> pursues cure to completion.
<br /> 13. Early Termination.
<br /> 13.1 Termination by the County. Except as provided in Section 13.3 below,the County may
<br /> terminate this Agreement at any time,with or without cause, upon not less than thirty(30) days
<br /> advance written notice to the City.The termination notice shall specify the date on which the
<br /> Agreement shall terminate.
<br /> INTERGOVERNMANTAL AGREEMENT
<br /> FOR SNOHOMISH COUNTY
<br /> DIVERSION CENTER PARTICIPATION
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