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21. LIMITATION OF LIABILITY DOL, as a third party provider, will not be responsible for any financial and/or material loss to the Agent or any Subagent for down time of business, equipment, communication lines or DOL operating systems during normal operating hours. DOL may not be held liable for any errors which occur in compilation of Data, nor may DOL be held liable for any delays in furnishing amended Data. 22. INDEMNIFICATION AND HOLD HARMLESS Each party is responsible for the actions and omissions of itself and its own employees and officers acting within the scope of its authority, and shall hold the other party harmless against all claims for damages resulting from its own acts and/or omissions, arising out of or resulting from its performance of this Agreement. Agent understands that it cannot hold Subagent responsible for noncompliance to the extent that such noncompliance was caused by the Agent's or by DOL's failure to first perform specified third party actions as stated herein. 23. INDEPENDENT CAPACITY Each party, including its directors, executives, and employees, is a separate and independent legal entity that is solely acting under its own authority. All owners, directors, and/or employees of Subagent are the independent personnel of the Subagent and are not employees of the Agent. 24. LEGAL COMPLIANCE Subagent shall comply with all applicable local, state, and federal laws rules and regulations. Such compliance includes, but is not limited to, all applicable licensing requirements of the state of Washington, all civil rights and non-discrimination laws, the Americans with Disabilities Act (ADA) of 1990, and all federal and state employment laws, including Title VI requirements as set forth on Attachment C. Failure to comply with this provision may be grounds for termination of this Agreement regardless of any effect such non-compliance may have on the subject matter of this Agreement. 25. RECORDS MAINTENANCE Each party shall maintain books, records, documents, and other evidence that fully reflect all transactions made by them pursuant to this Agreement. This includes records that reflect the receipt, retention, and disbursement of all fees and taxes, and all costs expended in the performance of the duties and services described herein. This includes, but is not limited to, all banking deposit and withdrawal slips, reconciliation statements, and other documents whether in paper or electronic form. Subagent shall maintain all records documents and other evidence as it relates to the receipt, usage, and/or maintenance of all supplies, inventory, and equipment provided under this Agreement. Subagent shall also maintain records of all other matters concerning compliance with this Agreement, and as further directed by Policy and Procedure. 26. RECORDS DISCLOSURE — PUBLIC REQUESTS Subagent may not publicly release any records or information under this agreement pursuant to a public records request (Chapter 42.56 RCW). If Subagent receives a public records request, Subagent will immediately forward the request to Agent and DOL within County Agent/Subagent Contract: Version: January 2020 Page 15 of 28 County VLO #VO1904 Agent/Subagent Agreement