2019/01/16 Council Agenda Packet

years after expiration, and the Office of the State Auditor,federal auditors, and any persons duly authorized by the parties shall have full access and the right to examine any of these materials during this period. 6. Agreement Management. The work described herein shall be performed under the coordination of Chief of Everett Fire Department, and Assistant State Fire Marshal Melissa Gannie of WSP, or andguidance to the other party necessary for the their successors. They shall provide assistance performance of this Agreement. 7. Hold Harmless. Each party shall defend, protect and hold harmless the other party from and against all claims, suits and/or actions arising from any negligent or intentional act or omission of that party's employees, agents, and/or authorized subcontractor(s)while performing under this Agreement. 8. Agreement Alterations and Amendments. This Agreement may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 9. Termination. Either party may terminate this Agreement upon thirty(30)calendar days'written notification to the other party. If this Agreement is so terminated,the terminating party shall be liable only for performance in accordance with the terms of this Agreement for performance prior to the effective date of termination. 10. Appeals of Denied Claims. In the event that WSP denies payment of claim(s)submitted by the Fire Agency under this Agreement, the Fire Agency may appeal the denial according to the Mobilization Plan. The process contained in the Mobilization Plan is the sole administrative recourse available to the Fire Agency for the appeal of denied claims. 11. Order of Precedence. In the event of any inconsistency in the terms of this Agreement,the inconsistency shall be resolved by giving precedence in the following order: 1. Applicable federal and state statutes and regulations; 2. Terms and Conditions contained in this Agreement 3. Any other provisions of the Agreement,whether incorporated by reference or otherwise. 12. All Writings Contained Herein. This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. • IN WITNESS WHEREOF,the parties have executed thio Agreement. FOR: FOR: EVERETT FIRE DEPARTMENT WASHINGTON STATE PATROL Signature Signature Mayor Simon Tee, Grants and Contracts Manager Title Title Date Date APPROVED AS TO FORM BY THE OFFICE OF THE ATTORNEY GENERAL 2/5/2008 Page 2 of 2 23