Everett Public Schools 9/12/2018

Program.Equal payments shall be made monthly from September through June based on 1/io of the total contract amount.The City will invoice the District quarterly.All invoices shall be sent to the Everett Public Schools Accounting Office at 3900 Broadway,Everett,WA 98201. Invoices sent to school locations may delay payment.The District will make payment within 30 days following receipt of a properly executed invoice. Late payment charges shall not be assessed unless payment is more than 45 days late from the time the properly executed invoice is received by the District. (Note:The parties understand that in practice the District accounts payable staff will establish an auto-disbursement to the City for each of the months September through June for 1/10 of the annual contract amount. Deviations from that amount,for SRO reductions or additional duties,will be processed separately upon receipt of the quarterly billing.) Section 3: Liability— Dispute Resolution A. It is understood and agreed that this Agreement is entered into solely for the benefit of the parties hereto and gives no right to any other party or individual. No joint venture or partnership is formed as a result of the Agreement. Each party hereto agrees to be responsible and assumes liability for its own acts or omissions, and those of its officers, agents or employees for any incident arising out of or in connection with this Agreement,to the fullest extent required by the law, and agrees to save,indemnify,defend and hold the other party harmless from any such liability.In the case of negligence of multiple parties, any damages allowed shall be assessed in proportion to the percentage of negligence attributable to each party,and each party shall have the right to seek contribution from the other party in proportion to the percentage of negligence attributable to the other party. B. No liability shall attach to the City or the District by reason of entering into this Agreement except as expressly provided herein.The parties agree that providing the SROs pursuant to this Agreement is not a representation,warranty, or guarantee of any sort concerning the SROs'ability to fulfill the parties'intent as set forth in Section 1A above.No third parties shall have or claim any rights or benefits under this Agreement and this Agreement shall not be construed to create such rights.This Agreement shall not be construed and is not intended to create any expectation to the Public Duty Doctrine between the parties or with any third party. C. Any dispute between the District and the City in regard to this Agreement shall be referred for determination to the City's Mayor,or designee,and the District's Superintendent,or designee,for resolution.The representatives shall work jointly to resolve the dispute. Section 4:Termination-Renegotiation This Agreement is subject to termination or renegotiation by either party if advance written notice is given no less than six(6)months prior to the end of any calendar year if the intent is to renegotiate or terminate this Agreement. In the event this Agreement is terminated,the District shall be entitled to a refund pro-rata from the City based upon the number of contract days per SRO that remain at the time of termination.No lawsuit for damages may be filed by either party against the other party until sixty(60)days after the submission of a claim for damages in accordance with RCW 4.96.010 and RCW 4.96.020. Section 5:Venue Venue for any lawsuit arising out of this Agreement shall be Snohomish County,Washington. Everett SRO 2018-2021 Page 3 of 4