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13 <br />9. Hold Harmless and Indemnification. Each party shall defend, indemnify, and hold the other party harmless <br />from any and all claims, injuries, damages, losses, or suits, including attorney fees, arising from any negligent <br />act or omission that party's officers, employees, volunteers, and agents in connection with the performance of <br />this Contract. <br />10_ Termination. This Contract may be terminated, with or without cause, by written notice of either party to <br />the other. Termination shall be effective thirty (30) days after written notice. Termination of the contract by <br />the Public Agency does not entitle the Public Agency to a refund of the membership fee prorated as to the <br />time remaining in the contract term following termination. <br />11. Non -assignment. MRSC shall not subcontract or assign any of the rights, duties, or obligations imposed <br />upon it by this Contract without the prior express written consent of the Public Agency. <br />12. Governing Law and Venue. This Contract shall be govemed by the taws of the State of Washington. <br />13. Authority. Each signatory to this Contract represents that he or she has full and sufficient authority to <br />execute this Contract on behalf of MRSC or the Public Agency, as the case may be, and that upon execution of <br />this Contract it shall constitute a binding obligation of MRSC or the Public Agency, as the case may be. <br />14. Severability. Should any clause, phrase, sentence or paragraph of this Contract be declared invalid or void, <br />the remaining provisions of this Contract shall remain in full force and effect. <br />15. Complete Agreement. This Contract constitutes the entire understanding of the parties. Any written or <br />verbal agreements that are not set forth herein or incorporated herein by reference are expressly excluded. <br />16. Contacts. For purposes of Contract administration, the Public Agency designates the following contacts: <br />Primary Contact: Alternative Contact: <br />Name: Gc-4\a.1c l—NO6-s.-Cr4.Aa.T Name: C_I—inCeo U f...A..Scs fJ <br />Title: �j Sic l� Pts.ok. M aoN R Title: <br />Email: C.%ulAs^-raa.,P ev evemuick Email: G-[crSocti E Q1e,4 ct,org <br />Telephone: c-kZS - 2-5-1-goo 1 Telephone: LiZ5 . Z51- 8SG$ <br />Facsimile: kZ5 - Z J?' S gE'`{' Facsimile: <br />17. Signatures. By signing this Contract, the signatories below certify that they have the authority to enter <br />into this Contract, that they agree to payment of fees in accordance with the stated Public Agency Fee <br />Structure and that they agree that the Public Agency shall be bound by and adhere to the Terms and Conditions <br />stated. <br />MRSC PUBLIC AGENCY <br />[Signature] [Signature] <br />Executive Director <br />[Title] [Title] <br />[Date] [Date] <br />MRSC Rosters SC Public Agency Contract Page 3 of 4 <br />58 <br />