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<br />________________________________________________________________________________________________________ <br /> Page 6 of 14 <br /> <br />General Terms and Conditions <br />1. DEFINITIONS <br /> As used throughout this Contract, the following terms shall have the meaning set forth below: <br /> <br />A. “Authorized Representative” shall mean the Director and/or the designee authorized in writing <br />to act on the Director’s behalf. <br /> <br />B. “COMMERCE” shall mean the Washington Department of Commerce. <br /> <br />C. “Contract” or “Agreement” or “Grant” means the entire written agreement between <br />COMMERCE and the Contractor, including any Attachments, documents, or materials <br />incorporated by reference. E-mail or Facsimile transmission of a signed copy of this contract <br />shall be the same as delivery of an original. <br /> <br />D. "Contractor" or “Grantee” shall mean the entity identified on the face sheet performing <br />service(s) under this Contract, and shall include all employees and agents of the Contractor. <br /> <br />E. “Personal Information” shall mean information identifiable to any person, including, but not <br />limited to, information that relates to a person’s name, health, finances, education, business, <br />use or receipt of governmental services or other activities, addresses, telephone numbers, <br />social security numbers, driver license numbers, other identifying numbers, and any financial <br />identifiers, and “Protected Health Information” under the federal Health Insurance Portability <br />and Accountability Act of 1996 (HIPAA). <br /> <br />F. “State” shall mean the state of Washington. <br /> <br />G. "Subcontractor" shall mean one not in the employment of the Contractor, who is performing all <br />or part of those services under this Contract under a separate contract with the Contractor. The <br />terms “subcontractor” and “subcontractors” mean subcontractor(s) in any tier. <br />2. ALL WRITINGS CONTAINED HEREIN <br />This Contract contains all the terms and conditions agreed upon by the parties. No other <br />understandings, oral or otherwise, regarding the subject matter of this Contract shall be deemed to <br />exist or to bind any of the parties hereto. <br />3. AMENDMENTS <br />This Contract may be amended by mutual agreement of the parties. Such amendments shall not be <br />binding unless they are in writing and signed by personnel authorized to bind each of the parties. <br />4. ASSIGNMENT <br />Neither this Contract, work thereunder, nor any claim arising under this Contract, shall be transferred <br />or assigned by the Contractor without prior written consent of COMMERCE. <br />5. CONFIDENTIALITY AND SAFEGUARDING OF INFORMATION <br />A. “Confidential Information” as used in this section includes: <br /> <br />i. All material provided to the Contractor by COMMERCE that is designated as “confidential” <br />by COMMERCE; <br /> <br />ii. All material produced by the Contractor that is designated as “confidential” by <br />COMMERCE; and <br /> <br />DocuSign Envelope ID: 148415F2-2DEE-4ED5-AED8-215F008DBEB1