20-040 - City of Kent - Interlocal Agreement: South 196th-200th Street Bridge

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default within thirty (30) calendar days of the Notice of Termination or within a reasonable time period as otherwise stated. If a Party receives a Notice of Termination and fails to remedy the default or the breach to the satisfaction of the other Party within the time period established in the Notice of Termination or any extension thereof, granted by the Party not at fault, this Agreement will be deemed terminated. 2.6.2 Termination by Mutual Written Agreement. This Agreement may be terminated by mutual written agreement executed by both Parties, subject to the provisions of Section 2.6.3 below. 2.6.3 Duties of Parties upon Termination. Upon termination of this Agreement for default or by mutual written agreement, the Parties agree to work together cooperatively to develop a coordinated plan for transferring work completed up to the time of termination and determining reasonable contract close- out costs. Termination by any Party shall not extinguish or release either Party from liability, claims or obligations to third parties existing as of the time of termination. Any costs incurred prior to proper notification of termination will be borne by the Parties in accordance with the terms of this Agreement. The Indemnification and Insurance provisions set forth in Section 2.7 below and all remedial provisions shall survive termination of this Agreement. 2.7 Indemnification and Hold Harmless. Tukwila shall defend, indemnify, and hold Kent, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with Tukwila's performance of this Agreement, except for that portion of the injuries and damages caused by Kent's negligence. Similarly, Kent shall defend, indemnify and hold Tukwila, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with Kent's performance of this Agreement, except for that portion of the injuries and damages caused by Tukwila's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES EACH PARTY'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. 2.8 Insurance. Each Party shall carry and maintain, for the duration of this Agreement, general liability, property damage, and errors and omissions insurance coverage with an admitted carrier for the state of Washington with the following minimums: INTERLOCAL AGREEMENT REGARDING MAINTENANCE OF SOUTH 200TH STREET BRIDGE - 5 of 7 (Between Cities of Kent and Tukwila)