a. Commercial Liability Insurance
Before this Agreement is fully executed by the parties, Licensee shall provide the City with a certificate of insurance as proof of commercial liability insurance with a minimum liability limit of Two Million Dollars ($2,000,000.00) per occurrence, combined single limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00) general aggregate. If Licensee carries higher coverage limits, such limits shall be shown on the Certificate of Insurance and Endorsements and the City, its elected and appointed officials, employees, agents, attorneys and volunteers shall be named as additional insureds for such higher limits. The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. Said policy shall be in effect for the duration of this Agreement. The certificate of insurance and additional insured endorsement shall name the City of Yakima, its elected and appointed officials, employees, agents, attorneys and volunteers as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City prior written notice. The insurance shall be with an insurance company or companies rated A-VII or higher in Best’s Guide and admitted in the State of Washington. The requirements contained herein, as well as City of Yakima’s review or acceptance of insurance maintained by Licensee is not intended to and shall not in any manner limit or qualify the liabilities or obligations assumed by Licensee under this Agreement.

b. Automobile Liability Insurance
Before this Agreement is fully executed by the parties, Licensee shall provide the City with a certificate of insurance as proof of automobile liability insurance with a minimum liability limit of Two Million Dollars ($2,000,000.00) per occurrence. If Licensee carries higher coverage limits, such limits shall be shown on the Certificate of Insurance and Endorsements and the City, its elected and appointed officials, employees, agents, attorneys and volunteers shall be named as additional insureds for such higher limits. The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. Said policy shall be in effect for the duration of this Contract. The certificate of insurance and additional insured endorsement shall name the City of Yakima, its elected and appointed officials, employees, agents, attorneys and volunteers as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City prior written notice. The insurance shall be with an insurance company or companies rated A-VII or higher in Best’s Guide and admitted in the State of Washington. The requirements contained herein, as well as City of Yakima’s review or acceptance of insurance maintained by Licensee is not intended to and shall not in any manner limit or qualify the liabilities or obligations assumed by Licensee under this contract. The business auto liability shall include Hired and Non-Owned coverage if necessary.

If, as of the date of this Agreement, the Licensee does not currently carry commercial automobile liability insurance, the requirement in this subsection (b) shall be waived only if Licensee meets the following criteria:
i. Licensee does not own, drive, or operate any vehicle or trailer that requires a commercial driver’s license under the laws of the State of Washington; and
ii. Licensee does not intend to nor will the Licensee bring a trailer to the subject event.

c. Employer’s Liability (Stop Gap)
Employers shall at all times comply with all applicable workers’ compensation, occupational disease, and occupational health and safety laws, statutes, and regulations to the full extent applicable, and shall maintain Employer’s Liability insurance with a limit of no less than $1,000,000.00. The City shall not be held responsible in any way for claims filed by Licensee or its employees for services performed under the terms of this Agreement. Licensee agrees to assume full liability for all claims arising from this Agreement.

Indemnification and Hold Harmless
a. Licensee shall take all necessary precautions in performing the activity to prevent injury to persons or property. The Licensee agrees to release, indemnify, defend, and hold harmless the City, its elected and appointed officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers from all liabilities, losses, damages, and expenses related to all claims, suits, arbitration actions, investigations, and regulatory or other governmental proceedings arising from or in connection with this Agreement or the acts, failures to act, errors or omissions of the Licensee, or any Licensee’s agent or subcontractor, in performance of this Agreement. For the sake of clarity, the duties of Licensee under this subsection (a) are meant to be broad and include, without limitation, travel to and from the event, set-up and break-down at the event, the official hours of operation of the event, and any other actions/inactions of Licensee that are directly or indirectly associated with the event or Licensee’s participation in the same.

b. Industrial Insurance Act Waiver
It is specifically and expressly understood that the Licensee waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Licensee’s indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers’ compensation acts, disability benefit acts or any other benefits acts or programs. Licensee shall require that its subcontractors, and anyone directly or indirectly employed or hired by Licensee, and anyone for whose acts Licensee may be liable in connection with its performance of this Agreement, comply with the terms of this paragraph, waive any immunity granted under Title 51 RCW, and assume all potential liability for actions brought by their respective employees. The Parties acknowledge that they have mutually negotiated this waiver.

c. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Licensee and the City, the Licensee’s liability, including the duty and cost to defend, shall be only to the extent of the Licensee’s negligence.

d. Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party.

e. The terms of this section shall survive any expiration or termination of this Agreement.