2012/10/31 Council Agenda Packet

. 7 R. CONFLICT OF INTEREST No officer,member, agent, or employee of either party to this agreement who exercises any function or responsibility in the review, approval,or carrying out of this agreement, shall participate in any decision which affects his/her personal interest or the interest of any corporation,partnership or association in which he/she is, directly or indirectly interested;nor shall he/she have any personal or pecuniary interest,direct or indirect,in this agreement or the proceeds thereof. • S.INDEMNIFICATION 1. The DEPARTMENT shall in no way be held responsible for payment of salaries,consultant's fees,and other costs related to the project described herein,except as provided in the Scope of Work. 2. To the extent that the Constitution and laws of the State of Washington permit, each party shall indemnify and hold the other harmless from and against any liability for any or all injuries to persons or property arising from the negligent act or omission of that party or that party's agents or.employees arising out of this agreement. T. GOVERNING LAW This agreement shall be governed by the laws of the State of Washington. U.SEVERABILITY . If any provision of this agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this agreement which • can be given effect without the invalid provision,and to this end the provisions of this agreement are declared to be severable. t • V.PRECEDENCE In the event of inconsistency in this agreement,unless otherwise provided herein,the inconsistency shall be resolved by giving precedence in the following order: (a) applicable Federal and State statutes and regulations; (b) Scope of Work; (c) Special Terms and Conditions; (d)Any terms incorporated herein by reference including the "Administrative Requirements for Ecology Grants and Loans"; and(e)the General Terms and Conditions. SS-Ol0 Rev. 04/04 • • .22 69