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6. A$signffentand-$gb-o-qntracli!6: No portion of this ngr;e;ent may be assigned or subcontracted to any other individua[' firm or entitywithoutthe express and priorwritten approval of the County' The Contractor mayontysubcontractworkcontempLated underthis agreementif itobtains the prior written approvaI of the County' lf the county approves subcontracting, the contractor shaLt maintain written procedures reLated to subcontracting, as welt as copies of atL subcontlacts and records retated to subcontracts. For cause, the county in writing may require the contractorto amend its su bcontracting procedu res as they retate to th is agreement' pro hibit the contractor f rom subcontracting with a particutar person or entity, or require the contractor to rescind or amend a subcontract. Every subcontract shatt bind the Subcontractor to fotlow att appticabte terms of this agreement. The contractor is responsib[e to the county if the subcontractor faits to comptywithanyappl.icabLetermorconditionofthisagreement.TheContractorshal[ appropriatety rnonitor the activities of the Subcontractorto assure fiscat conditions of this agreement. ln no event sha[[ the existence of a subcontract operate to retease or reduce the LiabiLity of the contractor to the county for any breach in the performance of the Subcontractor's duties. Everysubcontractshal'LinctudeatermthatCountyisnotliabl'eforclaimsordamages arising from a Subcontractor's pedormance of the subcontract' 1;#fffri*frt31HfflharL be rurnished bythe contractor as an independent contractor and nothing herein contained shatl. be construed to create a retationship of emptoyer- empl'oyee or master.Servant, bUt a[l' payments made hereunder and al"l' seruices performed shattbemadeandperformedpursuanttothisAgreementbytheContractorasan independent Contractor' The Contractor acknowl.edges that the entire compensation for this Agreement is specified in Exhibit ,,8" and the contrac-tor is not entitted to any county benefits incl'uding' but not timited to: vacation pay, hol.iday pay, sick teave pay, med.tca[, denta[, or other insurance benefits, or any other rights or privi|,eges afforded to Kittitas County employees. contractor witt defend, indemnify and hotd harmtess the county' its AddltionaI lnsured's' officers, agents or employees from any loss or expense, inctuding but not [imited to setttements, judgments, setoffs, attorneys'fees or costs incurred by reason of ctaims or demands because of breach of the provisions of this paragraph' I. N a- Qu a rante-e-ol-E r p-toy trl'e-nt l<ittitas County ProfessionaI Seryices Agreement Page 5 of 19