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omissions of the WTSC, its officers, employees or agents; and provided further that if such claims result from
<br />the concurrent negligence of (a) the SUB-RECIPIENT, its officers, employees, agents, contractors, or
<br />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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