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f 2017 KITTITAS COUNTY FAIR ORIGIIV lIlr' PROFESSIONAL SERVICES AGREEMENT AL This Agreement is between: Kittitas County (Fair) and Brown and Jackson (Contractor) Services to be provided: Rental and Service of hand washing and portable toilets per Attachment A: Estimate TOTAL VALUE $18,571.00 In addition, it is agreed that: o Rental of the Portable Toilets and Hand Wash Stands includes one service (delivery day) at no charge per each unit. Brown and Jackson will supply additional soap and paper products to supply wash stations between services. Kittitas County Fair maintenance staff will fill soap and paper dispensers during the period between services. o Once the water in a Hand Wash Stand is used up, the Hand Wash Stand gray water will be removed at time of scheduled service and that fresh water will be added to the unit. Kittitas County Fair will provide a map to Brown and Jackson of Ellensburg prior to Fair, designating the location of each Portable Toilet and each Hand Wash Stand. TERMS AND CONDITIONS PERFORMANCE Contractor agrees to perform the specified work in a competent and thorough manner to the satisfaction of this agreement. SEVERABILITY Any subsequent determination of invalidity of individual clauses of this contract shall not render the entire contract invalid. DEFENSE AND INDEMNITY AGREEMENT The Contractor agrees to and shall defend, indemnify and hold harmless the County, its Additional Insureds, appointed and elective officers, agents and employees, from and against all loss or expense, including but not limited to judgments, settlements, attorney's fees and costs by reason of any and all claims and demands upon the County, its Additional Insured's, its elected or appointed officials, agents, or employees for damages because of personal or bodily injury, including death at any time resulting therefrom, sustained by any person or persons and on account of damage to property including loss of use thereof, whether such injury to persons or damage to property is due to the negligence of the Contractor, its sub -Contractors, its elected officers, employees or their agents, except only such injury or damage as shall have been occasioned by the sole negligence of the County, its Additional Insured's, appointed or elected officials, agents, or employees. It is further provided that no liability shall attach to the County by reason of entering into this contract, except as expressly provided herein. INSURANCE Insurance will be required based on policy listed in Schedule A. TERMINATION FOR DEFAULT If the Contractor defaults by failing to perform any of the obligations of the Agreement or becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or makes an assignment for the benefit of creditors, Labor Day Weekend • www.kittitascountyfair.com