2025-11-24-minutes-public-works-study-session

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9.6 Executive Director. The Board of Directors may appoint an Executive Director, and establish such other positions as it may deem advisable. The Board of Directors may also provide that administrative, technical or professional services be performed by contract. 9.7 Budget, Finance. The Organization may accept or contract for grants; receive gifts and bequests; and, receive revenues from its operations and activities. The Board of Directors shall approve an annual budget forecasting the revenues and expenditures for the fiscal year in which that budget will be in effect. The Board of Directors may amend the budget. All books and records shall be open to inspection by any Party and the Washington State Auditor. 10. FINANCIAL OBLIGATIONS. No financial obligations to governments that are signatories to this Agreement are implied. No signatory to this Agreement shall be liable for costs or expenditures not authorized by its own legislative body. 11. INDEMNIFICATION. 11.1 In no event shall the Parties, through participation in this Agreement, be liable to the Organization for any act for failure to act under the provisions of this Agreement. In addition, the parties assume their own liability as to third parties for acts performed under this Agreement and each party shall save harmless the other parties, their officers, employees and agents from any and all costs, claims, judgments, and/or awards of damages for injuries to personsand/or damage to tangible property arising out of or in any way resulting from the parties' participation in this Agreement. The parties shall have no duties except those that are expressly set forth herein and in the bylaws. 11.2 The Parties shall in no event be required to save harmless, defend or indemnify the Organization for any act or failure to act under the provisions of this Agreement, except as otherwise provided by separate agreement. The Organization shall indemnify and hold harmless each and every party to this Agreement, including but not limited to each Parties' officers, directors, employees, agents, and representatives, from any and all claims, including reasonable attorney's fees, which arise out of the Organization's actions in furtherance of this Agreement. Nothing in this Section 11 precludes the Organization from contracting for indemnification; provided, a failure to provide indemnification by such a contractor does not excuse the Organization's obligation under this Section. 12. GENERAL. 12.1 Sovereign Immunity. Nothing in this Agreement should be interpreted as a waiver of sovereign immunity by any party. 12.2 Retained Authority. There is no ceding of any jurisdictional and/or regulatory authority of any participating government. Actions taken by any participating government are done on a voluntary basis only. -7- S06J0776A