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Docusign Envelope lD: F24ED3D0-D4D6-499A-9588-1 246949365D1 <br />-d k- .rr-; rr':.!: j:.,r:: <br />D a -::.1'--.-.-"1 <br />?r1f t.rxrimer"t:e <br />General Terms and Gonditions <br />1. DEFINITIONS <br />As used throughoutthis Contract, the following terms shall have the meaning setforth below: <br />A. .Authorized Representiative"shall mean the Directorand/orthe designeeauthorized in writingto act <br />on the Directot's behalf. <br />B. .COMMERCE" shall mean the washington Department of commerce. <br />C. ,,Contract' or "Agreemenf'or "Grant' means the entire written agreement between COMMERCE <br />and the Contracior, inciuding any Attachments, documents, or materials incorporated by reference' <br />E-mail or Facsimile transmiision of a signed copy of this contract shall be the same as delivery of <br />an original. <br />D. ,'Contractor,, or "Grantee" shall mean the entity identified on the face sheet performing service(s) <br />underthis Contract, and shall include all employees and agents of the Contractor' <br />E. ,,personal lnformation" shall mean information identifiable to any person, including, but not limited <br />to, information th at relates to a person's n ame, h ealth, finances, edu cation, bu siness, u se or receipt <br />of'governmental services or other activities, addresses, telephone numbers, social securily <br />nu,ib"rr, driver license numbers, other identifying numbers, and any financial identifiers, and <br />,,protected Health lnformation" u nderthe federal Health lnsurance Portability and Accountability Act <br />of '1996 (HIPAA). <br />F. 'State' shall mean the state of Washington' <br />G. "Subcontractor,'shall mean one not in the employmentof the Contractor, who is performing all or <br />part of those services underthis Contractunderaseparate contractwith the Contractor. The terms <br />i,su bcon tractor,' an d "su bcon tractors" mean su bcon tractor(s) i n a n y ti er. <br />2. ALL WRITINGS CONTAINED HEREIN <br />This Contractcontains all the terms and conditions agreed u pon by the parties. No other u nderstandings, <br />oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of <br />the Parties hereto. <br />AM NTS <br />This Contract may be amended by mutual agreementof the parties. Such amendmentsshall notbe binding <br />unless they are in writing and signed by personnel authorized to bind each of the parties' <br />ASSIGNMENT <br />Neitherthis Contract, work thereunder, nor any claim arising underthis Contract, shall be transfened or <br />assign ed by th e contractor with out prior written con sent of coMMERC E. <br />CONFIDENTIALITY AND SAFEGUARDING OF INFORMATION <br />A. "Confidential lnformation" as used in this section includes: <br />i. All material provided to the Contractor by COMMERCE that is designated as "confidential" by <br />COMMERCE; <br />ii. All material produced by the Contractor that is designated as "confidential" by COMMERCE; <br />and <br />iii. All personal lnformation in the possession of the Contractorthat may not be disclosed under <br />state orfederal law. <br />3. <br />4. <br />5. <br />Page 7 of 15