13-004 - Seattle King County Public Health - Memorandum of Understanding for Tukwila Community Center Use in Disaster

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Attachment 1 Contract # 2006NM005 Regional Disaster Plan for Public and Private Organizations in King County, Washington The Borrower agrees that its obligation under this section extends to any claim, demand and /or cause of action brought by or on behalf of any of its employees, or agents. For this purpose, the Borrower, by mutual negotiation, hereby waives, as respects any indemnitee only, any immunity that would otherwise be available against such claims under the Industrial Insurance provisions of Title 51 RCW of the State of Washington and similar laws of other states. B. ACTIVITIES IN BAD FAITH OR BEYOND SCOPE. Any Subscribing Organizations shall not be required under this Omnibus Agreement to indemnify, hold harmless and defend any other Subscribing Organization from any claim, loss, harm, liability, damage, cost or expense caused by or resulting from the activities of any Subscribing Organizations officers, employees, or agents acting in bad faith or performing activities beyond the scope of their duties. C. LIABILITY FOR PARTICIPATION. In the event of any liability, claim, demand, action or proceeding, of whatever kind or nature arising out of rendering of Emergency Assistance through this Omnibus Agreement, the Borrower agrees, to indemnify, hold harmless, and defend, to the fullest extent of the law, each signatory to this Omnibus Agreement, whose only involvement in the transaction or occurrence which is the subject of such claim, action, demand, or other proceeding, is the execution and approval of this Omnibus Agreement. D. DELAY /FAILURE TO RESPOND. No Subscribing Organization shall be liable to another Subscribing Organization for, or be considered to be in breach of or default under this Omnibus Agreement on account of any delay in or failure to perform any obligation under this Omnibus Agreement, except to make payment as specified in this Omnibus Agreement. E. MEDIATION AND ARBITRATION. If a dispute arises out of or relates to this Contract, or the breach thereof, and if said dispute cannot be settled through direct discussions, the parties agree to first endeavor to settle the dispute in an amicable manner by mediation. Thereafter, any unresolved controversy or claim arising out of or relating to this Contract, or breach thereof, may be settled by arbitration, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The parties to this Contract may seek to resolve disputes pursuant to mediation or arbitration, but are not required to do so. The Basic Plan, OMNIBUS LEGAL AND FINANCIAL AGREEMENT Page 9 Version: 03 -31 -04 (Printed 04/07/04)