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1990-22925-Resolution No. 90-072 Recorded 8/3/1990• • 1(J2, 0618 90-22925 REVIEWED LC �' COUNSEL. BEFORE THE BOARD OF COUNTY COMMISSIONERS OF DESCHUTES COUNTY, OREGON A Resolution Authorizing Richard L. Isham, County Legal Counsel, to Execute Any Agreements Required by Midwest Employers Casualty Company Regarding Self - Insured Surety Bonds for Excess Workers' Compensation * Coverage. RESOLUTION NO. 90 -072 g -3 AMtt• 12 . CLE WHEREAS, Midwest Employers Casualty Company is materially interested in the transactions in which Deschutes County has applied, or will apply, to Midwest Employers Casualty Company for bonds or undertakings; and WHEREAS, Midwest Employers Casualty Company has executed, or is willing to consider the execution of, such bonds or under- takings, as surety, upon being furnished with the written indemnity of Deschutes County; now, therefore, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF DESCHUTES COUNTY, OREGON as follows: Section 1. Richard L. Isham, Deschutes County Legal Counsel, be and hereby is authorized to execute on behalf of Deschutes County any agreement or agreements of indemnity required by Midwest Employers Casualty Company as a prerequisite to the execution by it of the bonds or undertakings for Deschutes County in connection with the matters and transaction described in the agreement of indemnity required by said Midwest Employers Casualty Company, a copy of which is attached hereto as Exhibit "A" and hereby incorporated herein. DATED this 1st day August, 1990. ATTEST: Recording Secretary 1 - RESOLUTION NO. 90 -072 BOARD OF COUNTY COMMISSIONERS OF CHUT ' �+NTY, e = EGON TE, Commissioner DICK MAUDLIN; Comissioner Midwest Employers Casualty Company 11457 Olde Cabin Drive St. Louis, Missouri 63141 GENERAL CONTRACT OF INDEMNITY 102 0679 We, the undersigned, hereinafter referred to as Indemnitors, hereby request THE MIDWEST EMPLOYERS CASUALTY COMPANY, hereinafter referred to as MECC, to furnish instruments of suretyship, hereinafter referred to as Bonds, and as an inducement therefor we make the following representations of fact. promises and agreements. REPRESENTATIONS OF FACT: A. In the transaction of business one, some or all of the Indemnitors are required, or may desire, to give such Bonds. B. The Indemnitors and each of them have a substantial and beneficial interest in the giving of such Bonds. PROMISES AND AGREEMENTS: In consideration of the furnishing of any such Bond by MECC and for other valuable considerations the Indemnitors hereby jointly and severally promise and agree as follows: 1. To pay all premiums for each such Bond, as they fall due, and until MECC has been provided with competent legal evidence that the Bond has been exonerated and discharged. To indemnify and exonerate MECC from and against any and all loss and expense of whatever kind, including interest, court costs and counsel fees, hereinafter referred to as Loss, which it may incur or sustain as a result of or in connection with (1) the furnishing of any Bond; (2) the enforcement of this agreement. To this end Indemnitors pr- omise: (a) To promptly reimburse MECC for all sums paid on account of such Loss and it is agreed that (11 originals or photocopies of claim drafts, or of payment records kept in the ordinary course of business, including computer printouts, verified by affidavit, shall be prima facie evidence of the fact and amount of such Loss, (2) MECC shall be entitled to reimbursement for any and all disbursements made by it in good faith, under the belief that it was liable, or that such disbursement was necessary or expedient. (b) To deposit with MECC on demand the amount of any reserve against such Loss which MECC is required, or deems it prudent to establish, whether on account of an actual liability or one which is, or may be, asserted against it, and whether or not any payment for such Loss has been made. 3. This agreement shall apply to Bonds furnished as follows: (a) By the MECC as surety, or where procured by MECC, by any other surety or co- surety, in which event such surety or co- surety shall also have the benefit of this agreement and the right to proceed thereon. (b) For or on behalf of any of the following: (1) One, some or all of the Indemnitors, (2) Any joint venture or other form of common enterprise in which at the time its bond was furnished, such Indemnitor or Indemnitors was a member. (3) Any present or future affiliate or subsidiary of such Indemnitor or Indemnitors. (c) At any time before this agreement shall have been terminated, including any Bond or Bonds which may have been furnished before the date hereof. 4. The validity and effect of this General Contract of Indemnity shall not be impaired by, MECC shall incur no liability on account of, and the Indemnitors need not be notified of: (a) MECC's failure or refusal to furnish any Bond, including final bond or bonds where MECC has furnished a bid bond. (b) MECC's consent or failure to consent to changes in the terms and provisions of any Bond, of the obligation or performance secured by any Bond. (c) The taking, failing to take, or release of security, collateral, assignment. indemnity agreements and the like, as to any Bond. (d) The release by MECC, on terms satisfactory to it. of any of the Indemnitors. (e) Information which may come to the attention of MECC which affects or might affect its rights and liabilities or those of the Indemnitors or any of them. 2, EXHIBIT "A" a 102 -0 0680 5. Provided. however, that each Indemnitor reserves the right to terminate his /her participation in this agrement as a continuing request to MECC for the furnishing of Bonds, upon written notice to MECC of not Tess than twenty days, whereupon the obligations and liability of an Indemnitor giving such notice shall he limited to those Bonds furnished before the effective date of the notice. WE HAVE READ THIS INDEMNITY AGREEMENT CAREFULLY, THERE ARE NO SEPARATE AGREEMENTS OR UNDERSTANDINGS WHICH IN ANY WAY LESSEN OUR OBLIGATIONS AS ABOVE SET FORTH. WITNESS: The following signature(s) and seal(s) this iSt day of Augu s t 19 90. IMPORTANT: The Signature of each and every party to this instrument must be witnessed by at least one disinterested person. DESCHUTES COUNTY, OREGON Richard L. Isham Attest �� By Deschutes County Legal Counsel(seal) (Print or type Name and Title) (Print or type Name and Title) Andrea Blum Recording Secretary (Corporate name) ,k, (Corporate name) Attest By (Print or type Name and Title) Attest By (Print or type Name and Title) Attest By (Print or type Name and Title) (Print or type Name and Title) (Seal) (Print or type Name and Title) (Corporate name) (Seal) (Print or type Name and Title) (Corporate name) (Seal) Attest By (Print or type Name and Title) (Print or type Name and Title) (Corporate name) (Seal) Attest By (Print or type Name and Title) (Print or type Name and Title) (Corporate name) (Seal) Attest (Print or type Name and Title) (Print or type Name and Title) (Corporate name) (Seal)