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To the extent allowed by law, the SUBRECIPIENT further agrees to defend the DEPARTMENT and the
<br />State of Washington and their authorized agents and employees in any litigation; including payment of any
<br />costs or attorneys' fees for any claims or action commenced thereon arising out of or in connection with acts or
<br />activities authorized by this Agreement.
<br />This obligation shall not include such claims , costs, damages or expenses which may be caused by the
<br />sole neg ligen ce of t he DEPARTMENT; provided , that [f the cla ims or damages are caused by or result from the
<br />concurrent negligence of (1) the DEPARTMEN'T , and (2) the SUBRECIPIENT, its agents, or employees, this
<br />indemnity provision shall be valid and e.nforceable only to the extent of the negligence of the SUBRECIPIENT,
<br />or SUBRECIPIENT's agents or employees .
<br />Insofar as the funding sourc-e , the Department of Homeland Security (DHS)/Federal Emergency
<br />Management Agency (FEMA), is an agency of the Federal government, the followi ng shall apply:
<br />44 CFR 206 .9 Non -liability. The Federal government shall not be liable for any claim based upon the exercise
<br />or performance of, or the failure to exercise or perform a discretionary function or duty on the part of a federal
<br />agency or an employee of the federal government in carrying out the provisions of the Stafford Act.
<br />LIMITATION OF AUTHORITY -Authorized Signature
<br />The signatories to this Agreement represent that they have the authority to bind their respective
<br />organizations to this Agreement. Only the DEPARTMENT's Authorized Signature representative and the
<br />Authorized Signature representativ.e of the SUBRECIPIENT or Alternate for the SUBRECIPIENT, formally
<br />deSignated in writing , shall have the express , implied , or apparent authority to alter, amend , modify , or waive
<br />any clause or cond ition of this Agreement. Any alteration, amendment , modification or waiver of any clause or
<br />condition of this Agreement is not effective or binding unless made in writing and signed by both parties
<br />Authorized Signature representatives. Further, only the Authorized Signature representative or Alternate for
<br />the SUBRECIPIENT shall have signature authorit.Y to sign reimbursement requests, time extens ion requests,
<br />amendment and modification requests , requests for changes to projects or work plans, and other requests,
<br />certifications and documents authorized by or required under this Agreement.
<br />LOSS OR REDUCTION OF FUNDING
<br />In the event funding from state, federal, or other sources is withdrawn , reduced , or limited in any way
<br />after the effective date of this Agreement and prior to normal completion or end date , the DEPARTMENT may
<br />unilaterally reduce the scope of work and budget or unilaterally terminate all or part of the Agreement as a
<br />"Termination for Cause" without providing the SUBRECIPIENT an opportunity to cure .
<br />Alternatively, the parties may renegotiate the terms of this Agreement under "Amendments and
<br />Modifications" to comply with new funding limitations and conditions, although the DEPARTMENT has no
<br />obligation to do so.
<br />NONASSIGNABILlTY
<br />Neither this Agreement, nor any claim arising under this Agreement, shall be transferred or assigned by
<br />the SUBRECIPIENT.
<br />NONDISCRIMINATION
<br />The SUBRECIPIENT shall comply with all applicable federal and state non-discrimination laws ,
<br />regulations, and policies. No person shall, on the grounds of age , race, creed, color, sex , sexual orientat ion ,
<br />religion, national origin, marital status, honorably discharged veteran or military status , or disability (physical ,
<br />mental, or sensory) be denied the benefits of, or otherwise be subjected to discrimination under any project,
<br />program, or activity, funded, in whole or in part, under this Agreement.
<br />NOTICES
<br />The SUBRECIPIENT shall comply with all public notices or notices to individuals required by applicable local,
<br />state and federal laws and shall maintain a record of this compliance.
<br />OCCUPATIONAL SAFETY/HEALTH ACT and WASHINGTON INDUSTRIAL SAFETY! HEALTH ACT
<br />(O SHAJWISHAl
<br />The SUBRECIPIENT represents and warrants that its work place. does now or will meet all applicable
<br />federal and state safety and health regulations that are in effect during the SUBRECIPIENT's performance
<br />under this Agreement. To the extent allowed by law, the SUBRECIPIENT further agrees to indemnify and hold
<br />harmless the DEPARTMENT and its employees and agents from all liability, damages and costs of any nature ,
<br />15PDM Page 14 of43 Kittitas County Dept. Of Public Works, E17-062
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