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Docusign Envelope ID: F8876F27-0096-4D3D-AFE1-iC16D8AE38BC <br />The Agreement administrator for the County is: Ms. Arden Thomas, 411 North Ruby, <br />Suite 1, Ellensburg, WA 98926. Telephone: 509-962-7523. <br />8) Maintenance of Record. Each party hereto agrees to maintain books, records and <br />documents using accounting procedures which accurately reflect all direct and indirect costs <br />related. to the performance of services described herein. Each party may examine the other <br />party's books and records to verify the accuracy of invoices. Each party's fiscal management <br />system shall include the capability to provide accurate and complete disclosure of all costs <br />invoiced under this Agreement. All books, records, documents and. other materials relevant to <br />this agreement will be retained for six years after expiration. of the Agreement, and the Office <br />of the State Auditor and any persons duly authorized by the parties shall have full access and <br />the right to examine any of these materials during this period. Each party will utilize <br />reasonable security procedures and protections to assure that records and documents provided <br />by the other party are not erroneously disclosed to third parties. <br />9) Indemnification. Each party agrees to be responsible and assume liability for its <br />own wrongful and/or negligent acts or omissions, or those of its officers, agents or employees <br />to the fullest extent provided by law, and fiuther agrees to save, indemnify, defend and hold <br />harmless the other party from any and all such liability arising out of the performance of this <br />Agreement. In the case of negligence of more than one parry, any damages allowed shall be <br />levied in proportion to the percentage of the negligence attributable to each party. This <br />indemnification paragraph shall survive the termination of this Agreement. <br />10) 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, which <br />consent shall not be unreasonably withheld.. <br />I ]) Future Support. Neither parry 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 />12) Compliance with Laws. Each party hereto, in its performance of this Agreement, <br />agrees to comply with all applicable local, State, and Federal laws and ordinances. <br />13) Relationship of the Parties. I:n the performance of the work herein contemplated, <br />the party performing the work is an independent contractor with the authority to control and <br />direct the performance of the details of the work; however, the work contemplated herein shall <br />be subject to the general rights of inspection and review of the party requesting the work be <br />done, to secure the satisfactory completion thereof.. <br />1.4) Jurisdiction. Any legal dispute between the parties to this Agreement shall be <br />governed by the laws of the State of Washington, and any action to enforce this Agreement <br />shall be brought in Kittitas County, Washington. <br />1.5) Modification. The provisions of this Agreement may be modified or amended only by <br />INTLRLOCAL AGREEMENT .FOR S.PR.INGWOOD RANCH - 3 <br />