Loading...
HomeMy WebLinkAbout10-075 - City of Seattle - 2010 Rock-N-Roll Marathon / Indemnification & Hold HarmlessWAIVER OF CLAIMS AND INDEMNIFICATION AGREEMENT RECITALS 10 -075 Council Approval N/A THIS AGREEMENT is made and entered into as of the 1.5 of 2010, by and between the City of Tukwila, Washington, a municipal corporation "Tukwila and the City of Seattle "Seattle a municipal corporation, both of which are located in and existing under the laws of the State of Washington (the "Parties WHEREAS, the 2010 Rock `n Roll Seattle Marathon 1 /2 Marathon "Marathon is sponsored and organized by the Competitor Group, Inc. based in San Diego, California and will occur on June 26., 2010 and has 28,000 registered participants; and WHEREAS, the marathon route starts in Tukwila and then enters Seattle at mile 2.1, which is just past the intersection of Boeing Access Road, Martin Luther King Way, and Ryan Way "Intersection necessitating a full or partial closure of the Intersection to vehicular traffic during the marathon, and WHEREAS, the Intersection is within Tukwila's city limits but Seattle has found that a full closure of the Intersection to accommodate the race route would cause an undue burden on Seattle residents to the east of the intersection by restricting access to and from Interstate 5 without a reasonable detour route; and WHEREAS, in order to avoid a full closure of the Intersection and allow access between Ryan Way and 1 -5 (via Martin Luther King Way), Seattle has agreed to assume all control and responsibility for approving a partial closure of the Intersection for the Marathon and policing the Intersection during the Marathon from when the Intersection starts to be closed until it is fully open (approximately 5:00 a.m. until 9:00 a.m.); and WHEREAS, the Parties to this Agreement wish to define Seattle's obligations to Tukwila respecting waiver of claims and indemnity for any and all occurrences, activities and /or measures taken or performed by Seattle for blockading and policing the Intersection for the Marathon; NOW, THEREFORE, the parties hereto agree as follows: 1. Indemnification and Hold Harmless. Seattle shall be solely responsible for the conduct and acts or omissions of its respective officers, employees, agents, contractors, invitees and volunteers. Seattle acknowledges that Tukwila is making no representations as to the condition of the Intersection, the safety of its use, or any hazards it may pose, either latent or apparent, and Seattle shall assume liability for all injuries to persons or damage to property caused by, arising out of, or resulting from Seattle's activities in, on, under or upon the Intersection pursuant to this Agreement. Seattle shall protect, defend, indemnify and hold harmless the City of Tukwila, its elected and appointed officials, employees, and agents from and against liability for any claims (including all demands, suits, and judgments) for damages arising out of injury to persons or damage to property where such injury or damage is caused by, arises out of, or is incident to the scope of activities of Seattle, its officers, employees, agents, contractors, invitees and volunteers, under the terms of this Agreement. In the event that Seattle, its officers, employees, agents, contractors, invitees and volunteers engage in activities on the Intersection that go beyond or are inconsistent with the uses authorized under the terms of this Agreement, Seattle shall be bound to all of the terms contained in this Section with respect to such activities. Seattle's obligations, shall include, but not be limited to: a. The duty to promptly accept tender of defense and provide defense to Tukwila at Seattle's expense for claims that fall within this Section; b. Indemnification of claims, including those made by Seattle's own employees and /or agents for this purpose, for claims that fall within this Section; c. In the event Tukwila incurs any judgment, award and /or cost arising from claims that fall within this, including attorney fees to successfully enforce this Section, all such fees, expenses, and costs shall be recoverable from Seattle; d. Seattle shall protect, defend, indemnify, and hold harmless Tukwila, their officers, employees and agents from any and all costs, claims, judgments, and /or awards of damages arising out of, or in any way resulting from the performance or non performance of the rights and obligations under this Agreement by Seattle's contractor(s), its officers, employees, and /or agents in connection with the uses authorized by this Agreement; e. Seattle expressly and specifically agrees that its obligations under this Section extend to any claim, demand, and /or cause of action brought by or on behalf of any of its employees, or agents. For this purpose, Seattle hereby expressly and specifically waives, with respect to Tukwila, any immunity that would otherwise be available against such claims under the Industrial Insurance provisions of Title 51 RCW, but only to the extent necessary to indemnify Tukwila; f. In all contracts entered into by Seattle in conjunction with its authorized uses under this Agreement, Seattle will include a hold harmless provision similar to the terms contained in this Section and its subsections. 3. No Tukwila Approval. Seattle fully understands and acknowledges that Tukwila's execution of this Agreement does not constitute Tukwila's approval, representation or warranty that Seattle's proposed blockade and policing of the Intersection as defined in this Agreement comply with local, state, or federal regulations, codes, standards or any other applicable law, and that Tukwila assumes no liability with respect thereto. In addition, Seattle assumes all risks, losses and costs associated therewith. 4. Restoration of Intersection. Upon removal of all blockading measures, Seattle shall restore the Intersection to its pre -race condition. Restoration shall be completed within five (5) days of removal of the blockading measures. 5. Effective Date and Termination. This Agreement shall commence upon the date it is executed by both parties, and shall continue in full force and effect until July 1, 2010 unless terminated earlier by the Parties by mutual written consent. 6. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement. There are no promises, terms, conditions or obligations other than those contained herein, and this Agreement shall supersede all previous communications, negotiations, representations or agreements, either verbal or written, between the Parties hereto concerning the subject matter of this Agreement. 7. Severability. Each and every provision of this Agreement shall be deemed to be severable. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and the Agreement shall be construed in all respects as if such invalid or unenforceable provision were not a part of this Agreement. 8. Governing Law. This Agreement shall be interpreted in accordance with the laws of the State of Washington. 9. Venue. The venue for any cause of action arising out of this Agreement shall be King County, Washington. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. CITY OF TUKWILA CITY OF SEATTLE Date: City 2,4.10 Approved as to Form: By: By: •--1A Chief of Police City Attorney Seattle Police Department Date: e. /72 d"/ o Approved as to Form: By: