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HomeMy WebLinkAboutCAG1990-0073 - Original - General Electric Company - Indemnity Agreement - Enviornmental Review and Community Impact Assessment Permit - 08/23/1990 Generation St:b(,oe(:tijdv, NY 12345 Cl-r 107990 Building 6 , Room 211 Telephone (518) -385-054�1.7Y C', r VIA AIRBORNE EXPRESS P C c LIVED 0 Z�,f August 23 , 1990 AUG ti, EIK(en_t Citlf Attorney Mr. Bill Williamson Acting City Attorney City of Kent 220 4th Avenue So. Kent, Washington 98032-5898 Subject: INDEMNITY AGREEMENT Dear Mr. Williamson: Attached is the completed Indemnity Agreement required to obtain the "Environmental Review and Community Impact Assessment Permit" from the City of Kent. GE is now planning to start the remediation activities at 1031 North Fourth Avenue within four weeks based on obtaining the Permit. Very truly yours, Barry R. Yor Environmental Project Manager kentindy.wp attach. cc: G Morgan W. Thornton D. Wickstrom, Director of Public Works, City of Kent D. Morell, Golder Associates, Inc. INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT entered into this . day of , 1990, provides as follows: 1. DEFINITIONS 1.1 As used herein, the word "Indemnitor" shall mean General Electric Company, a corporation organized and existing under the laws of the State of New York and having a place of business in Schenectady, New York. 1.2 As used herein, the word "Indemnitee" shall mean the City of Kent, a municipal corporation of the State of Washington, its officers, employees, servants and agents, including all members of the City Council and of all boards, commissions and other organizations within and for the government of the City of Kent, whether such persons are compensated for their services by the City of Kent or not. 1.3 As used herein, the word "Permit" shall mean the General Purpose Permit No. , issued by the City of Kent to Indemnitor for the purposed set forth therein. 1.4 As used herein, the word "Site" shall mean the premises located at 1031 North Fourth Avenue, in the City of Kent, Washington, and all adjacent property on which Indemnitor will perform work covered by the Permit. 1.5 As used herein, the word "Project" shall mean all work done by or on behalf of Indemnitor at the Site, including grading, regrading, removal and transportation of soil or other materials and all other activities performed by or on behalf of Indemnitor in connection with the work done at the Site. -1- 2. CONSIDERATION 2.1 This Indemnity Agreement is issued by the Indemnitor in consideration of the issuance by the Indemnitee of the Permit and other good and valuable consideration the receipt and sufficiency whereof is acknowledged by the Indemnitee. 3. INDEMNIFICATION 3.1 Indemnitor agrees to defend, hold harmless and indemnify Indemnitee against all and all manner of claims, demands, suits or actions for personal illness or injury (including, without limitation, death and illness, potential illness or fear of illness or death due to exposure to hazardous substances) or property damage (including, without limitation, diminution of property value due to the presence of hazardous substances and the cost of remediating any contamination by hazardous substances) arising out of or in connection with the Project. 3.2 It is a condition of the obligation of Indemnitor described in paragraph 3.1 hereof, that Indemnitee shall give timely written notice to Indemnitor of any claim, demand, suit or action as to which Indemnitee claims indemnification under this Indemnity Agreement and that Indemnitee offers to Indemnitor the right to investigate, defend, settle or compromise such claim, demand, suit or action for and on behalf of Indemnitee all at Indemnitor's expense. 3.3 If Indemnitor shall undertake to investigate, defend, settle or compromise such claim, demand, suit or action, Indemnitor may use such agents and representatives (including attorneys) as Indemnitor shall choose in its sole discretion. Indemnitor shall be solely responsible for the fees, costs and expenses of such agents and representatives . If, in such a case, Indemnitee shall choose to be represented by other agents and representatives (including attorneys), Indemnitee shall be solely responsible for the fees, costs and expenses of such agents and representatives. -2- 3.4 If Indemnitor shall refuse to accept the tender of defense (or once having accepted the tender of defense, later refuses to proceed with such defense) of any such claim, demand, suit or action proffered by Indemnitee under paragraph 3.3 hereof, Indemnitee shall have the right to investigate, defend, settle or compromise such claim, demand, suit or action as Indemnitee sees fit in its sole discretion. In the event that it is determined that Indemnitor was required under the provisions of this Indemnity Agreement to provide such a defense, Indemnitee shall recover all expenses of such defense (including the amount of any judgment, settlement or compromise payment) which Indemnitee was required to pay in good faith, as well as the cost (including attorney's fees incurred) of prosecuting any action to enforce this Indemnity Agreement. 3.5 Indemnitee shall provide reasonable cooperation to Indemnitor in investigating, defend, settling or compromising any such claim, demand, suit or action, including executing any documents necessary or desirable to that purpose. Indemnitor will compensate Indemnitee for extensive use of the time of Indemnitee under this paragraph 3.5. IN WITNESS WHEREOF, Indemnitor and Indemnitee have caused this instrument to be executed on their behalf by persons authorized to act in the premises on the date first above written. Approved as to Form: INDEMNITOR: GENERAL ELECTRIC COMPANY Bill H. Wi' 1iamson By: Acting City Attorney Title: Att t: p IND NIT C e� CITY F K Brenda Jacober! Bv. Deputy City Cl r Title: Mayor Date: 8/16/90 6291L-29L -3-