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Each Party to this Agreement shall protect, defend, indemnify, and save harmless the
<br />other Parties and their respective officials and employees, from any and all claims, arising
<br />out of, or in any way resulting from, the indemnifying Party's willful or negligent acts or
<br />omissions arising out of this Agreement No Party will be required to indemnify, defend,
<br />or save harmless any other Party if the claim, suit, or action for injuries, death, or damages
<br />is caused by the sole negligence of that other Party. Where such claims, suits, or actions
<br />result from concurrent negligence of two or more Parties, these indemnity provisions shall
<br />be valid and enforceable only to the extent of each Party's own negligence. Each of the
<br />Parties agrees that its obligations under this Section extend to any claim, demand, and/or
<br />cause of action brought by, or on behalf of, any of its employees or agents. For this
<br />purpose, each of the Parties, by mutual negotiation, hereby waives, with respect to each
<br />of the other Parties only, any immunity that would otherwise be available against such
<br />claims under the Industrial Insurance provisions of Title 51 RCW. Any loss or liability
<br />resulting from the negligent acts, errors, or omissions of the Board of Directors, Operating
<br />Board, Executive Director and/or staff, while acting within the scope of their authority
<br />under this Agreement, shall be borne by the PSERN Operator exclusively.
<br />13.3 Insurance
<br />The Board of Directors, Executive Director, and PSERN Operator shall take such steps
<br />as are reasonably practicable to minimize the liability of the Parties, including but not
<br />limited to the utilization of sound business practices. The Board of Directors shall
<br />determine which, if any, insurance policies or self-insurance programs for governmental
<br />entities authorized in the State of Washington may be reasonably and practicably
<br />acquired to cover liability exposures and other potential losses arising from the operations
<br />of the PSERN Operator and the activities of the Parties pursuant to this Agreement (which
<br />may include Directors and Officers, Commercial General Liability, Auto, Workers'
<br />Compensation, Stop Gap/Employer's Liability, errors and omissions, crime/ fidelity
<br />insurance, CyberRisk, property damage or loss), and shall direct the acquisition of same.
<br />14.0 PUBLIC RECORDS
<br />14.1 The Executive Director shall keep records related to the PSERN System and
<br />PSERN Operator as required by law and in accordance with the policies, procedures and
<br />retention schedules as may be established by the Board of Directors.
<br />14.2 Each Party shall keep records related to the PSERN System and PSERN Operator
<br />as required by law and in accordance with such the policies, procedures and retention
<br />schedules as may be established by the Party, and each Party shall be responsible for
<br />responding to public disclosure requests addressed to it in accordance with the
<br />Washington Public Records Act, Chapter 42.56 RCW, and such procedures as may be
<br />established by the Party.
<br />14.3 The Executive Director shall be responsible for responding to public disclosure
<br />requests addressed to the PSERN Operator in accordance with the Washington Public
<br />Records Act, Chapter 42.56 RCW, and such procedures as may be established by the
<br />Board of Directors.
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