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VI. GENERAL TERMS AND CONDITIONS
<br />6.1 Assignment. This Agreement shall extend to and be binding upon and inure to the benefit of the
<br />successors and assignees of the respective parties. However, this Agreement may not be assigned or subcontracted
<br />by either party without the other party's express written consent.
<br />6.2 Independent Capacity. This Agreement is intended to create an independent cor&wtw
<br />relationship. Each party to the Agreement shalt act in an independent capacity and not as an agent or representative
<br />of the other party. The employees or agents of each party who are engaged in the performance of this Agreement
<br />shall continue to be the employees or agents of that party and shall not be considered far any purpose to be the
<br />employees or agents of the other party.
<br />6.3 Indemnification. Each party to this Agreement shall be responsible for its own acts or omissions
<br />and for those of its directors or trastees, officers, employees, and authorized agents. Neither party shall be
<br />responsble to lire other party for the acts at omissions of persons or entities oat a party to this Agreerrrerai It is
<br />expressly understflod and agreed that CWU students participating in the Flight Trailing Program are not parties to
<br />the Agreement and are not the employees or agents of either party.
<br />6.4 Insurance. IITI' during the term of this Agreement will maintain appropriate inmmunoe and will
<br />provide CWU with a certificate, binder, or policy of liability insurance acceptable to CWU with minimum coverages
<br />of (a) S 1,000,000 per occurrence for products and premises liability, and (b) aircraft liability insurance of
<br />$3,000,000 combined single limit on all four -passenger or snnaller aircraft and $5,000,000 combined single limit an
<br />larger aircraft. The required insurance policies must name Central Washington University and the state of
<br />Washington as additional insureds and must be primary to other insurance. CWU must be given 45 days' written
<br />notice before such insurance is modified or canceled.
<br />6.5 Non -Discrimination. The Flight Training Program will be conducted by both parties in
<br />compliance with applicable federal and state laws prohibiting discrimination in education, employment, or public
<br />accommodations based on age, sex, marital status, sexual orientation, race, creed, color, national origin, genetic
<br />information, honorably discharged veteran or military status, or the presence of any sensory, mental, or physical
<br />disability or the use of a trained dog or service animal by a person with a disability, unless based upon a bona We
<br />occupational qualification,
<br />6.6 Records and Audits. The parties recognize that busimm and training records created,
<br />maintained, or used in tine performance of this Agreement may constitute public records subject to the public
<br />disclosure and r crition requirements under applicable state Law. Each party to this Agreement will retain its
<br />business and training records as well as financial data relating to the CWU Flight Training Program for the
<br />applicable retention period(s) and will make such records and data available upon request for inspection and audit by
<br />the other party or by authorized representatives of the Washington State Auditor.
<br />6.7 Complete Agreement; Modification. This Agreement constitutes the entire agreement betwaan
<br />the parties and supersedes any and all other agreements, understandings, negotiations and discussions, oral or
<br />written, express or implied. The parties agree that no other representations, inducements, promises, agreements, or
<br />warranties relating to this Agreement, oral or otherwise, have been made to or by them. No modification or waiver
<br />of ibis Agreement shall be valid or binding unless signed in writing by the patties.
<br />6.8 Governing Lary; Venue; Severability. This Agrement shall be governed by the laws of the
<br />State of Washington. Venue for any dispute under this Agreement shall be in Kh tss County, Washington. If any
<br />provision of this Agreament shall be held invalid, such invalidity shall not affect the other provisions of this
<br />Agreement that can be given effect without the invalid provision, if such remainder is consistent with applicable law
<br />and with the fundamental purpose of this Agreement, and to this end the provisions of this Agreement are declared
<br />to be severable.
<br />6.9 Waiver. The waiver by a party of any deftult or breach of this Agreement, or the failure of a
<br />party to enforce any provision hereof or to exercise any right, or privilege hereunder, shall not be deemed to waive
<br />any prior or subsequent breach or default, the enforcement of any provision hereof, or the exercise of any right or
<br />CWU FiiP;ct TrEinin� Agra .rxr �T — --- F- ge 6
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