Hold Harmless and Indemnity Agreement with West Ada School District for Joint Use of Facilities4
West Ada
SCHOOL DISTRICT
HOLD HARMLESS AND INDEMNITY AGREEMENT
(For use of School District Facilities by a Governmental Entity)
THIS HOLD HARMLESS AGREEMENT ("Agreement") is made by and between Joint
School District No. 2, an Idaho school district and body corporate and politic of the State of
Idaho, hereinafter the "District" and the City of Meridian, hereinafter referred to as "Entity".
RECITALS:
A. Entity is a "governmental entity" as defined in the Idaho Tort Claims Act, Idaho Code
§6-901, et. seq.
B. Entity is interested in having the opportunity to use various facilities and/or grounds
of the District for public purposes from time to time as approved by the District.
C. In exchange for the opportunity to use the District's facilities and/or grounds, Entity
desires to provide certain written assurances and indemnifications to District for
claims and damage arising out of or occurring during and from such use as hereinafter
set forth.
NOW THEREFORE, for good and valuable consideration, and in consideration of the
recitals above, which are incorporated herein, and the mutual representations, covenants,
undertakings and agreements hereinafter contained, District and Entity agree as follows:
Indemnification of District. Entity shall defend, indemnify and hold harmless the
District, and District's trustees, officers, agents and employees, and the State of Idaho,
from and against any and all demands, suits, actions, claims, loss or damage of any kind,
character or description, whether or not meritorious, costs, or expenses, including,
without limitation, attorneys' and other professional fees and disbursements, in
conjunction with any loss of life, personal injury and/or property damage arising out of or
relating to the occupancy or use by Entity of any part of the District's facilities and/or
grounds occasioned wholly or in part by any act or omission of Entity or its officers,
contractors, licensees, agents, servants, employees, guests, invitees or visitors, except for
such claim resulting solely from the negligence or otherwise wrongful act or omission of
the District and/or the District's officers, employees, or servants.
2. Entity to Maintain Insurance Coverage. As a condition precedent to any use of District
facilities and/or grounds, Entity, at its own expense, shall keep and maintain in full force
and effect a comprehensive general liability insurance policy issued by a company
licensed to engage in the insurance business in the State of Idaho.
Dr. Linda Clark, Superintendent
1303 E. Central Drive • Meridian, ID 83642 • P: (208) 855-4500 . F: (208) 350-5962
a. The insurance policy shall contain standard liability insuring agreements in the
limits set forth in the Idaho Tort Claims Act, naming the District as a Certificate
Holder. The limits of said policy shall be not Iess than five hundred thousand
dollars ($500,000.00) for bodily or personal injury, wrongful death, or property
damage or loss as a result of any one (1) occurrence or accident, regardless of the
number of persons injured or the number of claimants.
b. Not less than five (5) business days prior to Entity's first use of District's facilities
and/or grounds, and at least annually thereafter for so long as Entity shall use any
such facility and/or grounds, Entity shall furnish the District with a certificate of
insurance evidencing the existence of such coverage, executed by a duly
authorized representative of each insurer.
c. The certificate of insurance shall provide that the company or program providing
such coverage shall provide the District with thirty (30) days prior written notice
of cancellation or material alteration of the policies set forth in the certificate of
insurance.
d. In the event that the limits of the Idaho Tort Claims Act are modified, the Entity
shall deliver a new certificate of insurance to the District indicating compliance
with the revised limits within ten (10) business days of the effective date thereof.
e. To the extent allowed under the Idaho Tort Claims Act and the Idaho
Constitution, such insurance coverage shall be primary for any and all damage of
any nature caused to or incurred by the District arising out of Entity's use of the
District's facilities and/or grounds.
3. Waiver. The waiver by either party of the performance of any covenant, condition or term
herein shall not invalidate this Agreement, nor shall the same be considered as a waiver
by such party of any breach or other covenant, condition or term herein.
4. Notices. Any notice under this Agreement shall be in writing and shall be treated as duly
delivered if the same is personally delivered or deposited in the United States Mail,
certified, return receipt requested, postage prepaid, and properly addressed as follows:
To District: Joint School District No. 2
Attn: Superintendent
1303 E. Central Drive
Meridian, ID 83642
To Entity: City of Meridian
Attn: City Clerk
33 E. Broadway Avenue
Meridian, ID 83642
5. Assignment. Entity shall not be entitled to transfer or assign all or any portion of its
interest in this Agreement.
Dr. Linda Clark, Superintendent
1303 E. Central Drive • Meridian, ID 83642 • P: (208) 855-4500 • F: (208) 350-5962
6. Attorney's Fees. In the event that suit or action is instituted by either party to interpret or
enforce this Agreement, the prevailing party shall be entitled to recover a reasonable sum
as attorney's fees and all court costs incurred on behalf of that party, including such fees
and costs with respect to an appeal.
7. Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Idaho.
8. Authority of the Parties. Each party to this Agreement represents and warrants that the
execution, delivery, and performance of this Agreement has been duly authorized by all
necessary action of such party and is a valid and binding obligation upon the persons or
entity signing this Agreement.
9. Amendment or Modification. No modification, release, discharge, or amendment of any
provision hereof shall be binding unless reduced to writing and signed by authorized
representatives of both parties.
ENTITY:
ATTEST:
Tammy 06yeerd, Mayor
Date:
DISTRICT:
Joint School District No. 2
��4CL-
Linda Clarl , Superintendent
Date: i 7Z j /)'
Dr. Linda Clark, Superintendent
1303 E. Central Drive • Meridian, ID 83642 • P: (208) 855-4500 F: (208) 350-5962