omissions of the Agency, its officers, employees, and /or agents, in its performance
<br />and /or non performance of its obligations under this Contract. The Agency agrees that
<br />its obligations under this subparagraph extend to any claim, demand, and /or cause of
<br />action brought by, or on behalf of, any of its employees or agents. For this purpose, the
<br />Agency, by mutual negotiation, hereby waives, as respects the County only, any
<br />immunity that would otherwise be available against such claims under the Industrial
<br />Insurance provisions of Title 51 RCW. In the event the County incurs any judgment,
<br />award, and /or cost arising therefrom including attorneys' fees to enforce the provisions
<br />of this article, all such fees, expenses, and costs shall be recoverable from the Agency.
<br />D. The County shall protect, defend, indemnify, and hold harmless the Agency, its
<br />officers, employees, and agents from any and all costs, claims, judgments, and /or
<br />awards of damages, arising out of, or in any way resulting from, the sole negligent acts
<br />or omissions of the County, its officers, employees, or agents. The County agrees that
<br />its obligations under this subparagraph extend to any claim, demand, and /or cause of
<br />action brought by, or on behalf of, any of its employees or agents. For this purpose, the
<br />County, by mutual negotiation, hereby waives, as respects the Agency only, any
<br />immunity that would otherwise be available against such claims under the Industrial
<br />Insurance provisions of Title 51 RCW. In the event the Agency incurs any judgment,
<br />award, and /or cost arising therefrom including attorneys' fees to enforce the provisions
<br />of this article, all such fees, expenses, and costs shall be recoverable from the County.
<br />E. Claims shall include, but not be limited to, assertions that use or transfer of software,
<br />book, document, report, film, tape, or sound reproduction or material of any kind,
<br />delivered hereunder, constitutes an infringement of any copyright, patent, trademark,
<br />trade name, and /or otherwise results in unfair trade practice.
<br />F. To the extent that an Agency subcontractor fails to satisfy its obligation to defend and
<br />indemnify the County as detailed in Section XVI.B. of this Contract, the Agency shall
<br />protect, defend, indemnify, and hold harmless the County, its officers, employees and
<br />agents from any and all costs, claims, judgments, and /or awards or damages arising
<br />out of, or in any way resulting from, the negligent act or omissions of the Agency's
<br />subcontractor, its officers, employees, and /or agents in connection with or in support of
<br />this Contract.
<br />G. Nothing contained within this provision shall affect and /or alter the application of any
<br />other provision contained within this Contract.
<br />H. The indemnification, protection, defense and hold harmless obligations contained
<br />herein shall survive the expiration, abandonment or termination of this Contract.
<br />XIV. INSURANCE REQUIREMENTS
<br />A. By the date of execution of this Contract, the Agency shall procure and maintain for the
<br />duration of this Contract, insurance against claims for injuries to persons or damages
<br />to property which may arise from, or in connection with, the performance of work
<br />hereunder by the Agency, its agents, representatives, employees, and /or
<br />subcontractors. The costs of such insurance shall be paid by the Agency or
<br />subcontractor. The Agency may furnish separate certificates of insurance and policy
<br />endorsements for each subcontractor as evidence of compliance with the insurance
<br />requirements of this Contract. The Agency is responsible for ensuring compliance with
<br />all of the insurance requirements stated herein. Failure by the Agency, its agents,
<br />employees, officers and or subcontractors, to comply with the insurance requirements
<br />stated herein shall constitute a material breach of this Contract.
<br />City of Tukwila Page 6 of 19 2011 Contract
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