Upon Signature ILA between KC and Grant County Health District (EPI)

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14. Independent Capacit . Each party to this Agreement shall act in an independent capacity and not as an agent or representative of the other party. The employees or agents of each party who are engaged in the performance of this Agreement shall continue to be the employees or agents of that party, and shall not be considered for any purpose to be the employees or agents of the other party, except in regard to the Shared Epidemiologist, as described herein. GCHD shall not be obligated to pay the Shared Epidemiologist and the Shared Epidemiologist shall not be entitled to any benefits accorded to GCHD employees by virtue of the services provided under this Agreement. 15. Severability. If any provision of this Agreement shall be held invalid, such invalidity shall not affect the other provisions of this Agreement that can be given effect without the invalid provision, if such remainder is consistent with applicable law and with the fundamental purpose of this Agreement, and to this end the provisions of this Agreement are declared to be severable. 16. Waiver. The waiver by a party of any default or breach of this Agreement, or the failure of a party to enforce any provision hereof or to exercise any right or privilege hereunder, shall not be deemed to waive any prior or subsequent breach or default, the enforcement of any provision hereof, or the exercise of any right or privilege hereunder, unless otherwise stated in a signed writing by the party granting such waiver. 17. Disputes. In the event of a dispute between the parties relating to this Agreement, the parties agree to make a good faith attempt to resolve such dispute informally, prior to the commencement of any legal action or arbitration. 18. Govern inR. Law. This Agreement shall be governed by the laws of the State of Washington. 19. Force Maieure. In the event of a forced delay in performance by a party of its obligations under this Agreement, due to causes beyond that party's reasonable control, including but not limited to natural disasters, epidemics, embargoes, war, insurrection, riots, or strikes, such party's time for performance under this Agreement shall be extended for the period of the forced delay. 20. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes any and all other agreements, understandings, negotiations and discussions, oral or written, express or implied, relating to the subject matter hereof. IN WITNESS WHEREOF, this Agreement has been executed by and on behalf of the parties through their authorized representatives, effective as of the latest date written below. Interlocal Agreement Page 6 of 9