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<br /> D. Contractor assumes full responsibility for the payment of all payroll taxes, use, sales, income,
<br /> or other form of taxes(such as state and,city businessand occupation taxes), fees, licenses,excises or
<br /> payments required by any city, federal or state legislation which are now or may during the term of the
<br /> Agreement be enacted as to all persons employed by the Contractor and as to all duties, activities and
<br /> requirements by the Contractor in performance of the Work and Contractor shall assume exclusive
<br /> liability therefore,and meet all requirements thereunder pursuant to any rules or regulations that are now
<br /> or may be promulgated in connection therewith.
<br /> 11. Employment. The Contractor warrants that it had not employed or retained any company or
<br /> person,other than a bona fide employee working solely for the Contractor, to solicit or secure this
<br /> Agreement and that it has not paid or agreed to pay any company or person, other than a bona fide
<br /> employee working solely for the Contractor,any fee, commission, percentage, brokerage fee,gifts,or any
<br /> other consideration,contingent upon or resulting from the award or making of this Agreement. For
<br /> breach or violation of this warranty, the City shall have the right to annul this Agreement without liability
<br /> or, in its discretion, to deduct from the Agreement price or consideration or otherwise recover,the full
<br /> amount of such fee,commission,percentage, brokerage fee,gift,or contingent fee.
<br /> 12. Audits and Inspections. At any time during normal business hours and as often as the City may
<br /> deem necessary,the Contractor shall make available to the City for the City's examination all of the
<br /> Contractor's books, records and documents with respect to all matters covered by this Agreement and,
<br /> furthermore,the Contractor will permit the City to audit,examine and make copies,excerpts or
<br /> transcripts from such records,and to make audits of all contracts, invoices, materials,payrolls,records of
<br /> personnel,conditions of employment and other data relating to all matters covered by this Agreement.
<br /> 13. City of Everett Business License. Contractor shall obtain a City of Everett business license prior
<br /> to performing any work pursuant to this Agreement.
<br /> 14. State of Washington Requirements. Contractor shall register and obtain any State of Washington
<br /> business licenses,Department of Revenue account and/or unified business identifier number as required
<br /> by RCW 50.04.140 and 51.08.195 prior to performing any work pursuant to this Agreement.
<br /> 15. Compliance with Federal, State, and Local Laws. Contractor shall comply with and obey all
<br /> federal, state, and local laws, regulations, and ordinances applicable to the operation of its business and
<br /> to its performance of work hereunder.
<br /> 16. Compliance with Grant Terms and Conditions. Contractor shall comply with any and all
<br /> conditions, terms and requirements of any federal, state or other grant that wholly or partially funds
<br /> Contractor's work hereunder.
<br /> 17. Waiver. Any waiver by the Contractor or the City or the breach of any provision of this Agreement
<br /> by the other party will not operate,or be construed,as a waiver of any subsequent breach by either party
<br /> or prevent either party from thereafter enforcing any such provisions.
<br /> 18. Complete Agreement. This Agreement contains the complete and integrated understanding and
<br /> Agreement between the parties and supersedes any understanding, Agreement or negotiation whether oral
<br /> or written not set forth herein.
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