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<br /> 14.2. Performance During Dispute. Unless otherwise directed by WTSC, the SUB-
<br /> RECIPIENT shall continue performance under this Agreement while matters in dispute
<br /> are being resolved.
<br /> 15. GOVERNANCE
<br /> 15.1. This Agreement is entered into pursuant to and under the authority granted by the
<br /> laws of the state of Washington and any applicable federal laws. The provisions of this
<br /> Agreement shall be construed to conform to those laws.
<br /> 15.2. In the event of an inconsistency in the terms of this Agreement, or between its
<br /> terms and any applicable statute or rule, the inconsistency shall be resolved by giving
<br /> precedence in the following order:
<br /> 15.2.1. Applicable federal and state statutes and rules
<br /> 15.2.2. Terms and Conditions of this Agreement
<br /> 15.2.3. Any Amendment executed under this Agreement
<br /> 15.2.4. Any SOW executed under this Agreement
<br /> 15.2.5. Any other provisions of the Agreement, including materials incorporated by
<br /> reference
<br /> 16. INCOME
<br /> Any income earned by the SUB-RECIPIENT from the conduct of the SOW (e.g., sale of
<br /> publications, registration fees, or service charges) must be accounted for, and that
<br /> income must be applied to project purposes or used to reduce project costs.
<br /> 17. INDEMNIFICATION
<br /> 17.1. To the fullest extent permitted by law, the SUB-RECIPIENT shall indemnify and
<br /> hold harmless the WTSC, its officers, employees, and agents, and process and defend
<br /> at its own expense any and all claims, demands, suits at law or equity, actions,
<br /> penalties, losses, damages, or costs of whatsoever kind ("claims") brought against
<br /> WTSC arising out of or in connection with this Agreement and/or the SUB-RECIPIENT's
<br /> performance or failure to perform any aspect of the Agreement. This indemnity provision
<br /> applies to all claims against WTSC, its officers, employees, and agents arising out of, in
<br /> connection with, or incident to the acts or omissions of the SUB-RECIPIENT, its officers,
<br /> employees, agents, contractors, and subcontractors. Provided, however, that nothing
<br /> herein shall require the SUB-RECIPIENT to indemnify and hold harmless or defend the
<br /> WTSC, its agents, employees, or officers to the extent that claims are caused by the
<br /> negligent acts or omissions of the WTSC, its officers, employees or agents; and
<br /> provided further that if such claims result from the concurrent negligence of (a) the SUB-
<br /> RECIPIENT, its officers, employees, agents, contractors, or subcontractors, and (b) the
<br /> WTSC, its officers, employees, or agents, or involves those actions covered by RCW
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