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subcontractors,and (b)the WTSC, its officers,employees, or agents,or involves those actions covered by
<br /> RCW 4.24.115,the indemnity provisions provided herein shall be valid and enforceable only to the extent of
<br /> the negligence of the SUB-RECIPIENT,its officers,employees,agents,contractors, or subcontractors.
<br /> 17.2.The SUB-RECIPIENT waives its immunity under Title 51 RCW to the extent it is required to
<br /> indemnify,defend, and hold harmless the WTSC, its officers,employees,or agents.
<br /> 17.3. The indemnification and hold harmless provision shall survive termination of this Agreement.
<br /> 18.INDEPENDENT CAPACITY
<br /> The employees or agents of each Party who are engaged in the performance of this Agreement shall continue
<br /> to be employees or agents of that Party and shall not be considered for any purpose to be employees or agents
<br /> of the other Party.
<br /> 19.INSURANCE COVERAGE
<br /> 19.1.The SUB-RECIPIENT shall comply with the provisions of Title 51 RCW,Industrial Insurance, if
<br /> required by law.
<br /> 19.2.If the SUB-RECIPIENT is not required to maintain insurance in accordance with Title 51 RCW,prior to
<br /> the start of any performance of work under this Agreement,the SUB-RECIPIENT shall provide WTSC with
<br /> proof of insurance coverage(e.g.,vehicle liability insurance, private property liability insurance, or
<br /> commercial property liability insurance),as determined appropriate by WTSC,which protects the SUB-
<br /> RECIPIENT and WTSC from risks associated with executing the SOW associated with this Agreement.
<br /> 20.LICENSING,ACCREDITATION,AND REGISTRATION
<br /> The SUB-RECIPIENT shall comply with all applicable local, state,and federal licensing,accreditation,and
<br /> registration requirements and standards necessary for the performance of this Agreement. The SUB-
<br /> RECIPIENT shall complete registration with the Washington State Department of Revenue, if required,and
<br /> be responsible for payment of all taxes due on payments made under this Agreement.
<br /> 21.RECORDS MAINTENANCE
<br /> 21.1.During the term of this Agreement and for six years thereafter,the SUB-RECIPIENT shall maintain
<br /> books,records,documents, and other evidence that sufficiently and properly reflect all direct and indirect
<br /> costs expended in the performance of the services described herein.These records shall be subject to
<br /> inspection,review, or audit by authorized personnel of the WTSC,the Office of the State Auditor, and federal
<br /> officials so authorized by law.All books,records, documents, and other material relevant to this Agreement
<br /> will be retained for six years after expiration.The Office of the State Auditor, federal auditors,the WTSC,
<br /> and any duly authorized representatives shall have full access and the right to examine any of these materials
<br /> during this period.
<br /> 21.2.Records and other documents, in any medium,furnished by one Party to this Agreement to the other
<br /> Party,will remain the property of the furnishing Party,unless otherwise agreed.The receiving Party will not
<br /> disclose or make available this material to any third Parties without first giving notice to the furnishing Party
<br /> and giving them a reasonable opportunity to respond.Each Party will utilize reasonable security procedures
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