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employees of the State, from and against all claims arising out of or resulting from the <br /> performance of the contract. The DISTRICT'S obligation to indemnify, defend, and hold harmless <br /> includes any claim by the DISTRICT'S agents, employees, representatives, or any subcontractor <br /> or a subcontractor's employees. <br /> The DISTRICT expressly agrees to indemnify, defend, and hold harmless the State of <br /> Washington and the COUNTY for any claim arising out of or incident to the DISTRICT's or any <br /> subcontractor's performance or failure to perform the contract. The DISTRICT's obligation to <br /> indemnify, defend, and hold harmless the State of Washington and the COUNTY shall not be <br /> eliminated or reduced by any actual or alleged concurrent negligence of the State or its agents, <br /> agencies, employees and officials. <br /> The DISTRICT waives its immunity under Title 51 RCW (Industrial Insurance) to the extent it is <br /> required to indemnify, defend and hold harmless State and its agencies, officials, agents or <br /> employees. <br /> The COUNTY shall be responsible for any liability arising from its own actions. However, any liability <br /> by the COUNTY shall not mitigate the DISTRICT's duty to indemnify the COUNTY for all claims <br /> arising out of its performance of the contract. <br /> INELIGIBILITY <br /> The DISTRICT certifies that neither it nor its principals are presently debarred, declared ineligible, <br /> or voluntarily excluded from participation in transactions by any federal department or state <br /> agency. <br /> INDEPENDENT RELATIONSHIP <br /> The DISTRICT or DISTRICT's Agent(s) performing under this contract are not employees or <br /> agents of the COUNTY. The DISTRICT shall not hold themselves out as nor claim to be an <br /> officer or employee of the COUNTY or of the State of Washington by reason hereof, nor will the <br /> DISTRICT make any claim of right, privilege or benefit which would accrue to such employee <br /> under law. Conduct and control of the work outlined in the scope of work shall be solely with the <br /> DISTRICT. <br /> KICKBACKS <br /> The DISTRICT and its employees and authorized representatives are prohibited from inducing by <br /> any means any person employed or otherwise involved in this project to give up any part of the <br /> compensation to which he/she is otherwise entitled or, receive any fee, commission or gift in <br /> return for award of a subcontract hereunder. <br /> INTELLECTUAL PROPERTY <br /> Copyrights and Patents. Should the DISTRICT or DISTRICT's Agent(s)create any copyrightable <br /> materials or invent any patentable property in the course of the scope of work governed by this <br /> agreement, the DISTRICT may copyright or patent the same but shall grant the COUNTY a <br /> royalty-free, nonexclusive and irrevocable license to reproduce, publish, recover or otherwise use <br /> the material(s)or property and to authorize others to use the same for federal, state or local <br /> government purposes. Where federal funding is involved, the federal government may have a <br /> proprietary interest in patent rights to any inventions developed by the DISTRICT as provided in <br /> 35 U.S.C. §§ 200-212. <br /> Publications. When the DISTRICT, DISTRICT's Agent(s), or persons employed by the DISTRICT <br /> use or publish information of the COMMISSION; present papers, lectures, or seminars involving <br /> information supplied by the COMMISSION; use logos, reports, maps or other data, in printed <br /> reports, signs, brochures, pamphlets, etc., appropriate credit shall be given to the COMMISSION. <br /> VSP Agreement Between the KITTITAS COUNTY CONSERVATION DISTRICT and KITTITAS COUNTY-Page 8 of 17 <br />