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ATTACHMENT "D,, <br />GENERAL TERMS AND CONDITIONS <br />t. Scope of Contractor/s Services: Contractor agrees to provide to the County services as set forth in <br />Attachrnent "A". No materials, labor, or facilities will be furnished by the County, unless otherwise provided <br />herein. All work performed under this Agreement shall comply with applicable laws and regulations. <br />2. Accountins and payment: Compensation to Contractor for services rendered under this Agreement <br />shall be as setforth in Attachment "8". Where Attachment "B" requires payment(s) bythe County, payment shall <br />be based upon billings, supported unless provided otherwise in Attachment "8", by documentation of units of <br />work actually performed and amounts earne{ iriblucfrdg, where appropriate, the total number of hours fof thd -- <br />month and the total dollar payment requested, Unless specifically stated in Attachment "B", the County will not <br />reimburse Contractor for any costs or expenses incurred by Contractor in performance of this Agreement. Where <br />required, the County shall, upon receipt of appropriate documentation, compensate Contractor, no more often <br />than monthly, through the County voucher system, for Contractor/s services pursuant to the fee schedule set forth <br />in Attachment "B". ln the event Contractorfails to perform any of its obligations underthis Agreement within the <br />time specified herein, then the County may withhold all monies due and payable to Contractor until such failure <br />to perform is cured or otherwise adjudicated. The County will not process payment for services rendered under <br />this Agreement until Contractor submits a completed W-9 (See Attachment "E"). <br />3. Taxes: Contractor understands anO act nowiebEt, in"ft lteJtorntv will not withhold Federal or state <br />income taxes from payments made to Contractor. Where required by State or Federal law, Contractor authorizes <br />the Countyto make withholding for any taxes othertha n income taxes (e.g., Medicare)' All compensation received <br />by Contractor will be reported to the lnternal Revenue Service at the end of the calendar year in accordance with <br />applicable IRS regulations. lt is the responsibility of Contractor to make its necessary estimated tax payments <br />throughout the year, if any, and Contractor is solely liable for any tax obligation arising from Contractor's <br />performance of this Agreement. <br />The County will pay sales and use taxes imposed on goods or services acquired hereunder as required by <br />law. Contractormustpayallothertaxes,includingbutnotlimitedto:businessandoccupationtax;ortaxesbased <br />on (1) Contractor's gross or net income, or (2) personal property to which the County does not hold title. The <br />County is exempt from federal excise tax. <br />4. lndependent Contractor: Contracto/s seryices shall be furnished by Contractor as an independent <br />contractor, and nothing stated herein shall be construed to create a relationship of employer-employee or a <br />guarantee of future employment. Contractor acknowledges that its entire compensation under this Agreement <br />is specified in Attachment "8", and that Contractor is not entitled to any County benefits, including but not limited <br />to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insunnce benefits, or any other rights or <br />privileges afforded to Kittitas County employees. <br />5. Assignment and Subcontractine: This Agreement may not be assigned or subcontracted in whole or <br />in partwithoutthe express priorwritten approvalof the County. <br />6. Risht to Review; Maintenance of Records: This Agreement is subject to review by any Federal or State <br />auditor. The County or its designee shall have the right to review and monitor the financial and service <br />components of the work performed under this Agreement by whatever means are deemed expedient by the <br />County. Such review may occur with or without notice, and may include, without limitation, on-site inspection, <br />inspection of all records or other materials which the County deems pertinent, and any and all communications <br />with or evaluation by service recipients under this Agreement. Contractor shall preserve and maintain all records <br />Kittitas County Agreement for Services Fev.5/L4/25) <br />Page 7 of 19