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<br />17. INDEMNIFICATION
<br />To the fullest extent permitted by law, Grantee shall indemnify, defend, and hold harmless the state
<br />of Washington, COMMERCE, agencies of the state and all officials, agents and employees of the
<br />state, from and against all claims for injuries or death arising out of or resulting from the performance
<br />of the Grant. “Claim” as used in this Grant, means any financial loss, claim, suit, action, damage, or
<br />expense, including but not limited to attorney’s fees, attributable for bodily injury, sickness, disease,
<br />or death, or injury to or the destruction of tangible property including loss of use resulting therefrom.
<br />Grantee’s obligation to indemnify, defend, and hold harmless includes any claim by Grantee’s agents,
<br />employees, representatives, or any subgrantee or its employees.
<br />Grantee expressly agrees to indemnify, defend, and hold harmless the State for any claim arising out
<br />of or incident to Grantee’s or any subgrantee’s performance or failure to perform the Grant. Grantee’s
<br />obligation to indemnify, defend, and hold harmless the State shall not be eliminated or reduced by
<br />any actual or alleged concurrent negligence of State or its agents, agencies, employees and officials.
<br />Grantee waives its immunity under Title 51 RCW , Industrial Insurance, to the extent it is required to
<br />indemnify, defend and hold harmless the state and its agencies, officers, agents or employees.
<br />18. INDEPENDENT CAPACITY OF THE GRANTEE
<br />The parties intend that an independent Grantee relationship will be created by this Grant. The Grantee
<br />and its employees or agents performing under this Grant are not employees or agents of the state of
<br />Washington or COMMERCE. The Grantee will not hold itself out as or claim to be an officer or
<br />employee of COMMERCE or of the state of Washington by reason hereof, nor will the Grantee make
<br />any claim of right, privilege or benefit which would accrue to such officer or employee under law.
<br />Conduct and control of the work will be solely with the Grantee.
<br />19. INDIRECT COSTS
<br />Grantee shall provide their indirect cost rate that has been negotiated between their entity and the
<br />Federal Government. If no such rate exists a de minimis indirect cost rate of 1 0% of modified total
<br />direct costs (MTDC) will be used.
<br />20. INDUSTRIAL INSURANCE COVERAGE
<br />Grantee shall comply with all applicable provisions of Title 51 RCW . If the Grantee fails to provide
<br />industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may
<br />be required by law, COMMERCE may collect from Grantee the full amount payable to the Industrial
<br />Insurance Accident Fund. COMMERCE may deduct the amount owed by the Grantee to the accident
<br />fund from the amount payable to Grantee by COMMERCE under this Grant, and transmit the
<br />deducted amount to the Department of Labor and Industries, (L&I) Division of Insurance Services.
<br />This provision does not waive any of L&I’s rights to collect from the Grantee.
<br />21. LAWS
<br />Grantee shall comply with all applicable laws, ordinances, codes, regulations and policies of local,
<br />state, and federal governments, as now or hereafter amended.
<br />22. LICENSING, ACCREDITATION AND REGISTRATION
<br />Grantee shall comply with all applicable local, state, and federal licensin g, accreditation and
<br />registration requirements or standards necessary for the performance of this Grant.
<br />23. LIMITATION OF AUTHORITY
<br />Only the Authorized Representative or the Authorized Representative’s delegate by writing
<br />(delegation to be made prior to action) shall have the express, implied, or apparent authority to alter,
<br />amend, modify, or waive any clause or condition of this Grant. Furthermore, any alteration,
<br />DocuSign Envelope ID: 415ECE6B-E278-4AB4-AE0E-30A176106E11
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