Common use of County Held Harmless Clause in Contracts

County Held Harmless. Subject to the limits of the Oregon Tort Claims Act and the Oregon Constitution, the City shall indemnify and hold harmless the County and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature whatsoever, by any reason of or arising out of any act or omission of the City, its officers, agents, and employees, or any of them relating to or arising out of performing services pursuant to this Agreement. In the event that any suit based upon such a claim, action, loss, or damages is brought against the County, the City shall defend the same at its sole cost and expense; provided that the County reserves the right to participate in said suit if any principle of governmental or public law is involved; and if final judgment be rendered against the County, and its officers, agents, and employees, or any of them, or jointly against the County and the City and their respective officers, agents, and employees, or any of them, the City shall satisfy the same. City shall secure and maintain throughout the terms of this Agreement comprehensive liability insurance in the amount of two million dollars ($2,000,000) for City, its officers, employees, and agents and naming Multnomah County as an additional insured. City agrees to fully indemnify and defend Multnomah County, its officers, employees, and assigns against any action, suit or proceeding against the County, its officers employees and assigns, arising out of any act or omission of City or the City’s agents or employees prior to the implementation date of this Agreement, provided however that this provision shall not apply to any cases where County or County employees or deputies are named in the action as a result of their own acts or omissions. To the extent allowed under the Oregon Tort Claims Act and Oregon Constitution, City further agrees to fully indemnify and defend County for any action, proceeding (including any Unfair Labor Practice) brought by City, any current or former City employee, or any labor association that represents any current or former City employee, which arises from or relates to any City actions taken respective to the transfer of City police department employees to Multnomah County, or from the transfer of employees back to the City of Fairview in the event this Agreement is terminated, provided that such duty shall cease to exist to the extent any such action or proceeding arises out of an act or omission by the County taken without consultation and consent from the City.