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8. NoG rantee of Emo ment: <br />The performance of all or part of this Agreement by the Contractor shall not operate to vestany employment rights whatsoever and shall not be deemed to guarantee any employment <br />of the Contractor or any employee of the Contractor or any sub-Contractor or any emfloyeeof any sub-contractor by the county at the present time or in the future. <br />9. Taxes: <br />The Contractor understands and acknowledges that the County will not withhold Federal orState income taxes. Where required by State or Federal law, the Contractor authorizes theCounty to make withholding for any taxes other than income taxes (i.e. Medicare). Allcompensation received by the Contractorwill be repofied to the lnternal Revenue Serviceat the end of the calendar year in accordance with the applicable IRS regulations. lt is theresponsibility of the Contractor to make the necessary estimated tax payinents throughoutthe year, if any, and the Contractor is solely liable for any tax obligation arising froir theContractor's performance of this Agreement. The Contrattor: trereSy agrees to indemnifythe County against any demand to pay taxes arising from the Coniraclor's failure to paytaxes on compensation earned pursuant to this Agreement. <br />The County will pay sales and use taxes imposed on goods or services acquired by theCounty hereunderas required by law. The Contractor must pay all other taxes inclu-ding,but not limited to: Business and Occupation Tax, taxes based'on the Contractor,, gros, 5,.net income, or personal properly to which the County does not hold tifle. The C6unty isexempt from Federal Excise Tax. <br />Contractor will defend, indemnify and hold harmless the County, its Additional lnsured,s, <br />officers, agents or employees from any loss or expense, iniluding but not limited tosettlements, judgments, setoffs, attorneys' fees or costs incurred by-reason of claims or <br />demands because of breach of the provisions of this paragraph <br />10. Regulations and Requirement: <br />This Agreement shall be subject to all laws, rules and regulations of the United States ofAmerica, and State of Washington, and political subdivisiont of the State of Washington andto any other provisions set forth herein or in the attached Attachments. <br />11. Rioht to Review: <br />This contract is subject to review by any Federal or State auditor. The County or its designeeshall have the right to review and monitor the financial and service components of thisprogram by whatever means are deemed expedient by the County. Such review may occurwith or without notice, and may include, but is not limited to, on-site inspection by bountyagents or employees, inspection of all records or other materials which the Couniy deemspertinent to the Agreement and its performance, and any and all communicationi with orevaluation by service recipients under this Agreement. The Contractor shall preserve andmaintain all financial records and records relating to the performance of work under this <br />Professional Services Agreement <br />Page 5