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The Agreement Administrator for the Flood District is: Arden Thomas, 411 North Ruby <br />Street, Suite 1, Ellensburg, WA 98926. Telephone: 509-962-7523. <br />7. Maintenance of Record. Each party hereto agrees to maintain books, records and <br />documents using accounting procedures which accurately reflect all direct and indirect <br />costs related to the performance of services described herein. Each party may examine <br />the other party's books and records to verifu the accuracy of invoices. Each party's fiscal <br />management system shall include the capability to provide accurate and complete <br />disclosure of all costs invoiced under this Agreement. All books, records, documents and <br />other materials relevant to this agreement will be retained for six years after expiration of <br />the Agreement, and the Offrce of the State Auditor and any persons duly authorized by <br />the parties shall have full access and the right to examine any of these materials during <br />this period. Each party will utilize reasonable security procedures and protections to <br />assure that records and documents provided by the other party are not erroneously <br />disclosed to third parties. <br />8. Indemnification. Each party agrees to be responsible and assume liability for its own <br />wrongful and/or negligent acts or omissions, or those of its officers, agents or employees <br />to the fullest extent provided by the law, and further agrees to save, indemnifu, defend <br />and hold harmless the other party from any and such liability arising out of the <br />performance of this Agreement. In the case of negligence of more than one par$, afiy <br />damages allowed shall be levied in proportion to the percentage of the negligence <br />attributable to each party. This indemnification paragraph shall survive the termination <br />of this Agreement. <br />9. Assignment. This Agreement cannot be assigned, transferred or any portion <br />subcontracted by either party hereto without the prior written consent of the other party, <br />which consent shall not be reasonably withheld. <br />10. Future Support. Neither party to this Agreement makes any commitment to future <br />support and assumes no obligation for future support of any activity contracted for herein, <br />except as may be expressly set forth in this Agreement. <br />I 1. Compliance with Laws. Each party hereto, in its performance of this Agreement, agrees <br />to comply with all applicable local, State and Federal laws and ordinances. <br />12. Relationship of the Parties. In the performance of the work herein contemplated <br />(Exhibit A), the party performing the work is an independent contractor with the <br />authority to control and direct the performance of the details of the work; however, the <br />INTERLOCAL AGREEMENT BETWEEN KITTITAS COTJNTY FLOOD CONTROL ZONE <br />DISTRICT AND KITTITAS COUNTY CONSERVATION DISTRICT