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17. Compliance with Federal, State and Local Laws. Service Provider shall comply with and <br />obey all federal, state and local laws, regulations, and ordinances applicable to the operation of its <br />business and to its performance of work hereunder. <br />18. Compliance with the Washington State Public Records Act. Service Provider <br />acknowledges that the City is subject to the Public Records Act, chapter 42.56 RCW (the "Act"). <br />All records owned, used or retained by the City are public records subject to disclosure unless <br />exempt under the Act, whether or not such records are in the possession or control of the City or <br />Service Provider. Service Provider shall cooperate with the City so that the City may comply with <br />all of its obligations under the Act. Within ten (10) days after receipt of notice from the City, <br />Service Provider shall deliver to the City copies of all records relating to this Agreement or relating <br />to the Work that the City deteiurmes qualify as the City's public records under the Act. If the City <br />receives a public records request relating to this Agreement or relating to the Work, the City shall <br />seek to provide notice to Service Provider at least ten (10) days before the City releases records <br />pursuant to such public records request, but in no event will the City have any liability to Service <br />Provider for any failure of the City to provide such notice. In addition to its other indemnification <br />and defense obligations under this Agreement Service Provider shall indemnify and defend the <br />City from and against any and all losses, penalties, fines, claims, demands, expenses (including, <br />but not limited to, attorney's fees and litigation expenses), suits, judgments, or damage arising <br />from or relating to any failure of Service Provider to comply with this Section 18. <br />19. Compliance with Grant Terms and Conditions. Service Provider shall comply with any <br />and all conditions, terms and requirements of any federal, state or other grant that wholly or <br />partially funds Service Provider's work hereunder. <br />20 Equal Employment Opportunity. Service Provider shall not discriminate against any <br />employee, applicant for employment, independent Service Provider, or proposed independent <br />Service Provider, on the basis of race, color, religion, sex, age, disability, marital state, or <br />national origin. <br />21. Waiver. Any waiver by the Service Provider or the City or the breach of any provision of this <br />Agreement by the other party will not operate, or be construed, as a waiver of any subsequent <br />breach by either party or prevent either party from thereafter enforcing any such provisions <br />22. Complete Agreement This Agreement contains the complete and integrated understanding <br />and Agreement between the parties and supersedes any understanding, Agreement or negotiation <br />whether oral or written not set forth herein <br />23. Modification of Agreement. This Agreement may be modified as provided in 118, or by a <br />writing explicitly identified as a modification of this Agreement that is signed by authorized <br />representatives of the City and the Service Provider. <br />24. Severability If any part of this Agreement is found to be in conflict with applicable laws, <br />such part shall be inoperative, null and void, insofar as it is in conflict with said laws, and the <br />remainder of the Agreement shall remain in full force and effect. <br />Page 8 <br />Otak 2020 <br />