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GCBH Agreement No. KITTITAS-MHBG-09110-00 <br />case of Personal Information except as provided by law or with the prior written consent of the person <br />to whom the Personal Information pertains. The parties shall maintain the confidentiality of all Personal <br />Information and other confidential information gained by reason of this Agreement and shall return or <br />certify the destruction of such information if requested in writing by the party to this Agreement that <br />provided the information. <br />7. Contractor Certification Regarding Ethics. By signing this Agreement, the Contractor certifies that <br />the Contractor is in compliance with Chapter 42.23 RCW and shall comply with Chapter 42.23 RCW <br />throughout the term of this Agreement. <br />8. Debarment Certification. The Contractor, by signature to this contract, certifies that the Contractor is <br />not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded <br />by any Federal department or agency from participating in transactions. The Contractor also agrees to <br />include the above requirement in any and all subcontracts into which it enters. <br />9. Disputes. When a dispute arises over an issue concerning the terms of this Agreement, the parties <br />agree to the following process to address the dispute: <br />a. Unless otherwise stated herein, disputes shall be determined by a Dispute board in the following <br />manner: Each party to this Agreement shall appoint one member to the Dispute board. The <br />members so appointed shall jointly appoint an additional member to the Dispute Board. The Dispute <br />Board shall review the facts, Agreement terms, and applicable statutes and rules and make a <br />determination of the dispute. This dispute resolution procedure shall not modify or reduce either <br />party's rights to judicial proceedings. <br />10. Governing Law and Venue. The laws of the State of Washington govern this Agreement. In the event <br />of a lawsuit by the Contractor against GCBH involving this Agreement, venue shall be proper only in <br />Benton County, Washington. in the event of a lawsuit by GCBH against the Contractor involving this <br />Agreement, venue shall be proper only as provided in RCW 36.01.050. <br />11. Independent Status. For purposes of this Agreement, the Contractor acknowledges that the <br />Contractor is not an officer, employee, or agent of GCBH, DSHS or the State of Washington. The <br />Contractor shall not hold out itself or any of its employees as, nor claim status as, an officer, employee, <br />or agent of GCBH, DSHS or the State of Washington. The Contractor shall not claim for itself or its <br />employees any rights, privileges, or benefits, which would accrue to an employee of the State of <br />Washington. The Contractor shall indemnify and hold harmless GCBH from all obligations to pay or <br />withhold federal or state taxes or contributions on behalf of the Contractor or the Contractor's <br />employees. <br />12. Inspection. Either party may request reasonable access to the other party's records and place of <br />business for the limited purpose of monitoring, auditing, and evaluating the other party's compliance <br />with this Agreement, and applicable laws and regulations. During the term of this Agreement and for <br />one (1) year following termination or expiration of this Agreement, the parties shall, upon receiving <br />reasonable written notice, provide the other party with access to its place of business and to its records <br />which are relevant to its compliance with this Agreement, and applicable laws and regulations. <br />13. Insurance. GCBH certifies that it is a member of a risk pool, and shall pay for losses for which it is <br />found liable. The Contractor certifies that it is self-insured, is a member of a risk pool, or maintains <br />insurance coverage as required in this Agreement. The Contractor shall pay for losses for which it is <br />found liable. The Contractor shall provide up to date copies of the policy to GCBH upon execution of <br />this Agreement. The Contractor shall notify GCBH within one working day of any changes in coverage <br />14. Lawsuits. Nothing in this Agreement shall be construed to mean that the Contractor, a County, RSN, or <br />their Subcontractors, agents or employees, can bring a legal claim for declaratory relief, injunctive <br />-4- <br />