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shall continue to be the employees or agents of that party and shall not be considered for any purpose to be the
<br />employees or agents of the other party.
<br />4.3 Indemnification.Each party to this Agreement shall be responsible for its own acts or omissions
<br />and for those of its directors or trustees,officers,employees,agents,and volunteers.Neither party shall be
<br />responsible to the other party for the acts or omissions of persons or entities not a party to this Agreement.
<br />4.4 Insurance.CWU may require Contractor,prior to the commencement of services,to provide
<br />CWU with proof of insurance acceptable to CWU and naming CWU as additional insured.Such proof of insurance,
<br />if required,shall be attached to and made part of this Agreement,and Contractor warrants that such insurance shall
<br />remain in effect during the term of this Agreement.
<br />4.5 Non-Discrimination.The parties to this Agreement each agree to comply with applicable federal
<br />and state laws prohibiting discrimination in education,employment,or public accommodations based on age,sex,
<br />marital status,sexual orientation,race,creed,color,national origin,genetic information,honorably discharged
<br />veteran or military status,or the presence of any sensory,mental,or physical disability or the use of a trained dog or
<br />service animal by a person with a disability.
<br />4.6 Records and Audits.The parties recognize that business records created,maintained,or used in
<br />the performance of this Agreement may constitute public records subject to the public disclosure and retention
<br />requirements under applicable state law.Each party will retain its business records relating to this Agreement for
<br />the applicable retention period(s)and will make such records available upon request for inspection and audit by the
<br />other party or by authorized representatives of the Washington State Auditor.
<br />4.7 Complete Agreement;Modification.This Agreement constitutes the entire agreement between
<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 this Agreement shall be valid or binding unless in writing and signed by the parties.
<br />4.8 Governing Law;Venue;Severability.This Agreement shall be governed by the laws of the
<br />State of Washington.Venue for any dispute under this Agreement shall be in Kittitas County,Washington.If any
<br />provision of this Agreement 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 />4.9 Waiver.The waiver by a party of any default or breach of this Agreement,or the failure of a
<br />party to enforce any provision hereofor 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 />privilege hereunder,unless otherwise stated in a writing signed by an authorized representative of the party and
<br />attached to the original Agreement.
<br />4.10 Notices.Written notices required or permitted to be providedby a party to the other party under
<br />this Agreement may be provided by personal delivery,legal courier service,or certified mail,postage prepaid and
<br />return receipt requested.Notice may be provided by regular first class mail if simultaneous notice is providedby
<br />electronic mail.Notices will be sent to the parties at the following mailing addresses:
<br />Central Washington University Kittitas County Public Health Department
<br />400 East University Way 507 N.Nanum Street,Ste.102
<br />Ellensburg,WA 98926-7480 Ellensburg,WA 98926
<br />The address of a party for the receipt of notice may be changed at any time by written notice providedin accordance
<br />herewith.
<br />4.11 Contract Administration.The contract administrator and principal point of contact for each
<br />party to this Agreement shall be as follows,subject to change by written notice.
<br />CWU Standard Agreement Page 3
<br />Approved as to Form /Assistant Attorney General /09.29.15
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