Resolution 2025-083 - Laserfiche WebLink

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Contractor witt defend, indemnify and hotd harmtess the County, its AdditionaI lnsured's, officers, agents or emptoyees from any loss or expense, inctuding but not [imited to setttements, judgments, setoffs, attorneys'fees or costs incurred by reason of claims or demands because of breach of the provisions of this paragraph. 8. No Guarantee of Emptoyment: The performance of atl or part of this Agreement by the Contractor shatl not operate to vest any empLoyment rights whatsoever and shatl not be deemed to guarantee any emptoyment of the Contractor or any emptoyee of the Contractor or any sub-Contractor or any emptoyee of any sub-Contractor by the County at the present time or in the future. 9. Taxes: The Contractor understands and acknowtedges that the County witl not withhotd Federat or State income taxes. Where required by State or Federa[ [aw, the Contractor authorizes the County to make withhol,ding for any taxes other than income taxes (i.e. Medicare). Al.l. compensation received by the Contractor wit[ be reported to the lnternaI Revenue Service at the end of the catendaryear in accordance with the appl.icabte IRS regutations. lt is the responsibitity of the Contractor to make the necessary estimated tax payments throughout the year, if any, and the Contractor is sol,ety tiabl,e for any tax obtigation arising from the Contractor's performance of this Agreement. The Contractor hereby agrees to indemnify the County against any demand to pay taxes arising from the Contractor's faiture to pay taxes on compensation earned pursuant to this Agreement. The County witl, pay sates and use taxes imposed on goods or services acquired hereunder as required by taw. The Contractor must pay al.t other taxes inctuding, but not [imited to: Business and Occupation Tax, taxes based on the Contractor's gross or net income, or personal property to which the County does not hotd titte. The County is exempt f rom Federat Excise Tax. 10. Regutations and Requirement: This Agreement shatt be subject to at[ [aws, rutes and regutations of the United States of America, and State of Washington, and potiticat subdivisions of the State of Washington, and to any other provisions set forth herein or in the attached exhibits. 11. Right to Review: This contract is subject to review by any Federal or State auditor. The County or its designee shatl. have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the County. Such review may occur with or without notice, and may inctude, but is not [imited to, on-site inspection by County agents or emptoyees, inspection of at[ records or other materials which the County deems pertinent to the Agreement and its performance, and any and a[[ communications with or Kittitas County ProfessionaI Services Agreement Page 6 ot 22