2025-08-25-minutes-ec-study-session

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X INDUSTRIAL INSURANCE WAIVER With respect to the performance of this Agreement and as to claims against the County, its officers, agents and employees, Friends expressly waives its immunity under Title 51 of The Revised Code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this agreement extend to any claim brought by or on behalf of any employee or agent of Friends. This waiver is mutually negotiated by the parties to this Agreement. XL VENUE AND CHOICE OF LAW In the event that any litigation should arise concerning the construction or interpretation of any of the terms of this Agreement, the venue of such action of litigation shall be in the Superior Court of the State of Washington in and for the County of Kittitas. This Agreement shall be governed by the laws of the State of Washington. XIL FRIENDS COMMITMENTS, WARRANTIES AND REPRESENTATIONS Friends represents and warrants to the County as follows: 1. Friends has the authority to execute this Agreement as a nonprofit organization, to make the representations and warranties set forth in it and to perform the obligations of Friends under this Agreement in accordance with its terms. 2. This Agreement has been validly executed by an authorized representative of Friends and constitutes a valid and legally binding and enforceable obligation of Friends. 3. Friends has or will obtain prior to the commencement date such licenses, permits and other authorizations from federal, state, and other governmental authorities, as are necessary for the performance of its obligations under this Agreement. 4. Friends are not in violation of any applicable law, ordinance, or regulation the consequence of which will or may materially affect Friends' ability to perform its obligations under this Agreement. Friends are not subject to any order or judgment of any court, tribunal or governmental agency which materially and adversely affects its operations or assets in the State of Washington, or its ability to perform its obligations under this Agreement. XR CONFIDENTIALITY Friends and its agents shall maintain the confidentiality of all information provided by the County or acquired by Friends in performance of this Agreement, except upon the prior written consent of the Kittitas County Prosecuting Attorney or an order entered by a court after having acquired jurisdiction over the County. Friends shall immediately give to the County notice of any judicial proceedings seeking disclosure of such information. Friends shall indemnify and hold harmless the County, its officials, agents or employees from all loss or expense, including, but not limited to settlements, judgments, setoffs, attorney' s fees and costs resulting from Friends' breach of this provision.