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Section 8. Franchise Term. The franchise rights granted herein shall remain in full force and effect for a
<br />period of fifteen (15) years from the effective date of this franchise and will be renegotiable at the end of
<br />that time.
<br />Section 9. Administrative Fees. NOT APPLICABLE
<br />Section 10. Franchise Fee: $1,615.00
<br />Section 11. Capacity for COUNTY Use. NOT APPLICABLE
<br />Section 12. Notices. Any notices to be served upon the COUNTY or "FRANCHISEE", shall be delivered
<br />to the following addresses respectively:
<br />COUNTY of Kittitas
<br />Department of Public Works
<br />411 N. Ruby St. Suite #1
<br />Ellensburg, WA 98926
<br />Zirkle Fruit Company (Lessee of Said Property)
<br />PO Box 190
<br />Selah, WA 98942
<br />Section13. Claims for Damages. In the construction, installation, repair, operation, and maintenance of
<br />its structures and facilities, "FRANCHISEE", shall use reasonable and appropriate precautions to avoid
<br />damage to persons or property. "FRANCHISEE", shall indemnify and save harmless the COUNTY from
<br />all claims, actions or damages of every kind or description, including reasonable attorney's and expert
<br />witness fees, which may accrue to or be suffered by any person or persons, corporation or property to the
<br />extent caused in part or in whole by any negligent act or omission of "FRANCHISEE", its officers, agents,
<br />servants or employees, carried on in the furtherance of the rights, benefits, and privileges granted to
<br />"FRANCHISEE", by this franchise. In the event any claim or demand is presented to or filed with the
<br />COUNTY which gives rise to "FRANCHISEE", obligation pursuant to this section, the COUNTY shall within
<br />a reasonable time notify "FRANCHISEE", thereof and "FRANCHISEE", shall have a right, at its election, to
<br />settle or compromise such claim or demand. In the event any claim or action is commenced in which the
<br />COUNTY is named a party, and which suit or action is based on a claim or demand which gives rise to
<br />"FRANCHISEE", obligation pursuant to this section, the COUNTY shall promptly notify "FRANCHISEE",
<br />thereof, and "FRANCHISEE", shall, at its sole cost and expense, defend such suit or action by attorneys of
<br />its own election. In defense of such suit or action, "FRANCHISEE", may, at its election and at its sole cost
<br />and expense, settle or compromise such suit or action. This section shall not be construed to require
<br />"FRANCHISEE", to: (i) protect and save the COUNTY harmless from any claims, actions, or damages; (ii)
<br />settle or compromise any claim, demand, suit, or action; (iii) appear in or defend any suit or action; or, (iv)
<br />pay any judgment or reimburse the COUNTY's costs and expenses (including reasonable attorney's fees),
<br />to the extent such claim arises out of the sole negligence of the COUNTY. To the extent of any
<br />concurrent negligence between "FRANCHISEE", and the COUNTY, "FRANCHISEE", obligations under
<br />this paragraph shall only extend to its share of negligence or fault. The COUNTY shall have the right at all
<br />times to participate through its own attorney in any suit or action which arises out of any right, privilege,
<br />and authority granted by or exercised pursuant to this franchise when the COUNTY determines that such
<br />participation is required to protect the interests of the COUNTY or the public. Such participation by the
<br />COUNTY shall be at the COUNTY's sole cost and expense.
<br />Section 14. Severability. If any section, sentence, clause or phrase of this Franchise is held to be
<br />invalid or unconstitutional by a court of competent jurisdiction, the COUNTY may, at its sole option, deem
<br />the entire franchise to be affected and thereby nullified. However, in the event that a determination is
<br />made that a section, sentence, clause, or phrase in this Franchise is invalid or unconstitutional, the
<br />COUNTY may elect to treat the portion declared invalid or unconstitutional as severable and enforce the
<br />remaining provisions of this Franchise; provided that, if the COUNTY elects to enforce the remaining
<br />provisions of the Franchise, "FRANCHISEE", shall have the option to terminate the franchise.
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