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• <br /> 9 <br /> 13. State of Washington Requirements. Service Provider shall register and obtain any State <br /> of Washington business licenses, Department of Revenue account and/or unified business <br /> identifier number as required by RCW 50.04.140 and 51.08.195 prior to performing any work <br /> pursuant to this Agreement. <br /> 14. Compliance with Federal, State, and Local Laws. Service Provider shall comply with <br /> and obey all federal, state, and local laws, regulations, and ordinances applicable to the operation <br /> of its business and to its performance of work hereunder. <br /> 15. Compliance with the Washington State Public Records Act. Service Provider <br /> acknowledges that the City is subject to the Public Records Act, chapter 42.56 RCW (the "Act"). <br /> All records owned, used or retained by the City are public records subject to disclosure unless <br /> exempt under the Act, whether or not such records are in the possession or control of the City or <br /> Service Provider. Service Provider shall cooperate with the City so that the City may comply <br /> with all of its obligations under the Act. Within ten (10) days after receipt of notice from the <br /> City, Service Provider shall deliver to the City copies of all records relating to this Agreement or <br /> relating to the Work that the City determines qualify as the City's public records under the Act. <br /> If the City receives a public records request relating to this Agreement or relating to the Work, <br /> the City shall seek to provide notice to Service Provider at least ten (10) days before the City <br /> releases records pursuant to such public records request, but in no event will the City have any <br /> liability to Service Provider for any failure of the City to provide such notice. In addition to its <br /> other indemnification and defense obligations under this Agreement, Service Provider shall <br /> indemnify and defend the City from and against any and all losses, penalties, fines, claims, <br /> demands, expenses (including, but not limited to, attorney's fees and litigation expenses), suits, <br /> judgments, or damage arising from or relating to any failure of Service Provider to comply with <br /> this Section 15. <br /> 16. Waiver. Any waiver by Service Provider or the City or the breach of any provision of this <br /> Agreement by the other party will not operate, or be construed, as a waiver of any subsequent <br /> breach by either party or prevent either party from thereafter enforcing any such provisions. <br /> 17. Complete Agreement. This Agreement contains the complete and integrated understanding <br /> and Agreement between the parties and supersedes any understanding, Agreement or negotiation <br /> whether oral or written not set forth herein. <br /> 18. Equal Employment Opportunity. Service Provider shall not discriminate against any <br /> employee, applicant for employment, independent Service Provider, or proposed independent <br /> Service Provider, on the basis of race, color, religion, sex, age, disability, marital state, or <br /> national origin. <br /> 19. Modification of Agreement. This Agreement may be modified as provided in Section 5,or <br /> by a writing explicitly identified as a modification of this Agreement that is signed by authorized <br /> representatives of the City and Service Provider. <br /> 20. Severability. If any part of this Agreement is found to be in conflict with applicable laws, <br /> such part shall be inoperative, null and void, insofar as it is in conflict with said laws, the <br /> remainder of the Agreement shall remain in full force and effect. <br /> Retail Lockbox Professional Services Agreement--Page 7 <br /> 61 <br />