RES 2023-128 - Laserfiche WebLink

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employees of the State, from and against all claims arising out of or resulting from the performance of the contract. The DISTRICT'S obligation to indemnify, defend, and hold harmless includes any claim by the DISTRICT'S agents, employees, representatives, or any s u bcontractor or a su bcontractor's em p loyees. The DISTRICT expressly agrees to indemnify, defend, and hold harmless the State of Washington and the COUNTY for any claim arising out of or incident to the DISTRICT's or any subcontractor's performance or failure to perform the contract. The DISTRICT's obligation to indemnify, defend, and hold harmless the State of Washington and the COUNTY shall not be eliminated or reduced by any actual or alleged concurrent negligence of the State or its agents, agencies, employees and officials. The DISTRICT waives its immunity under Title 51 RCW (lndustrial lnsurance) to the extent it is required to indemnify, defend and hold harmless State and its agencies, officials, agents or employees. The COUNW shall be responsible for any liability arising from its own actions. However, any liability by the COUNry shall not mitigate the DISTRICT's duty to indemnify the COUNTY for all claims arising out of its performance of the contract. INELIGIBILITY The DISTRICT certifies that neither it nor its principals are presently debarred, declared ineligible, or voluntarily excluded from participation in transactions by any federal department or state agency. I N D EP EN D E NT RELATIO NS H I P The DISTRICT or DISTRICT's Agent(s) performing under this contract are not employees or agents of the COUNry. The DISTRICT shall not hold themselves out as nor claim to be an officer or employee of the COUNry or of the State of Washington by reason hereof, nor will the DISTRICT make any claim of right, privilege or benefit which would accrue to such employee under law. Conduct and control of the work outlined in the scope of work shall be solely with the DISTRICT. KICKBACKS The DISTRICT and its employees and authorized representatives are prohibited from inducing by any means any person employed or otherwise involved in this project to give up any part of the compensation to which he/she is otherwise entitled or, receive any fee, commission or gift in return for award of a subcontract hereunder. INTELLECTUAL PROPERTY Copyrights and Patents. Should the DISTRICT or DISTRICT's Agent(s) create any copyrightable materials or invent any patentable property in the course of the scope of work governed by this agreement, the DISTRICT may copyright or patent the same but shall grant the COUNTY a royalty-free, nonexclusive and irrevocable license to reproduce, publish, recover or othenruise use the material(s) or property and to authorize others to use the same for federal, state or local government purposes. Where federalfunding is involved, the federal government may have a proprietary interest in patent rights to any inventions developed by the DISTRICT as provided in 35 U.S.C. SS 200-212. Publications. when the DlsrRlcr, DlsrRlcTs Agent(s), or persons employed by the DISTRICT use or publish information of the COMMISSION; present papers, lectures, or seminars involving information supplied by the COMMISSION; use logos, reports, maps or other data, in printed reports, signs, brochures, pamphlets, etc., appropriate credit shall be given to the COMMISSION. VSP Agreement Between the KITTITAS COUNTY CONSERVATION DISTRICT and KITTITAS COUNTY -Page7 ot 17