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AGREEMENT TO DEFEND, TO HOLD HARMLESS AND TO INDEMNIFY BETWEEN CITY OF MOSCOW, IDAHO AND INLAND OASIS, INC. FOR THE PALO USE PRIDE FESTIVAL EVENT THIS AGREEMENT TO DEFEND, TO HOLD HARMLESS AND TO INDEMNIFY, between City of Moscow, Idaho (hereinafter "CITY") a:qd sponsor J of the event, Inl}nd Oasis, Inc. (hereinafter "OASIS"), is made and entered into this J I day of , 2014. WHEREAS, Resolution No. 2014-07 of the City of Moscow, Idaho passed and approved on the 5th day of May, 2014 provides, in part, for the person(s) and or group holding the approved event to enter into an agreement with CITY to defend, hold harmless and indemnify CITY, its agents, servants, employees, officers and contractors from any and all claims, causes of action, or damages which may arise from the sponsor's use of CITY park premises for the approved event; and WHEREAS, this Agreement meets such requirement; NOW, THEREFORE, CITY and OASIS agree as follows: AGREEMENT TO DEFEND, HOLD HARMLESS, AND INDEMNIFY; OASIS, through its duly and specifically authorized agents, hereby releases CITY and agrees, contracts and covenants not to bring suit and agrees to defend, hold harmless, and indemnify CITY, its officers, employees, agents and representatives from any and all claims, costs, judgments, awards, or liability to any person, including claims by OASIS' own agents, officers, employees and representatives to which OASIS might otherwise be immune, arising from the Palouse Pride Festival event scheduled to occur August 9, 2014, perinitted under the ternis of Resolution No. 2014-07, except for claims based upon the sole negligent, intentional acts of CITY. OASIS expressly agrees that this indemnity provision extends to any and all claims for injury, sickness, or death of any person, including officers, employees, agents and representatives arising out of, related to, or caused by the presence, dispensing, sale, gift, or ingestion of alcohol by OASIS or its officers, employees, agents and representatives including, but not limited to, the caterer and/or vendor of alcohol during the Palouse Pride Festival event. Inspection, review and/or acceptance by the City of any activity performed by or during Palouse Pride Festival or any activity or non-activity by CITY police officers or other officers, employees, agents or representatives of CITY shall not be grounds for avoidance of any of the covenants of defense, indemnification or hold harmless by OASIS in behalf of CITY contained in this Agreement. SIGNED this l l day of , 2014. CITY OF MOSCOW, IDAHO Bill Lambert, Mayor AGREEMENT TO DEFEND, HOLD HARMLESS, AND INDEMNIFY (PALO USE PRIDE FESTIVAL 2014) PAGE I OF2 2-0 38 ---PAGE BREAK--- STATE OF IDAHO ) ) SS. COUNTY OF LATAH ) Stephanie Kalasz, ACKNOWLEDGMENT On this \ ) day of , 2014, before me, a Notary Public in and for said State, . . appeared Kathy Sprague, known to me to be the person named above and acknowledged that she executed the foregoing document as having been specifically authorized and having authority to bind d, \ 11'° ' •11 Palouse Pride Festival to *RQl"Wf!mt.I /1 ' /1 · · · · · 2 s· · 'i ) ( - . • - - - [ • c, : 0 ;Notary Public fo &V X 2Residing at. _ Y • , • • • My conunission . ">11 STATE O AGREEMENT TO DEFEND, HOLD HARMLESS, AND INDEMNIFY (PALO USE PRIDE FESTIVAL 2014) PAGE20F2