An Equal Opportunity University

Western Washington University – Performance/Services Agreement

This contract is entered into on Date of Contract from Execution to Expiration between Western Washington University, hereinafter referred to as “University”, and Contractor Name as it appears on W-9, must be same name as payee, hereinafter referred to as “Contractor”. This contract is governed by the attached 0 pages of stipulations, each of which is hereby made part of this agreement. Any additions to and/or deletions from this contract and/or attached rider must be initialed and dated by both parties in order to be valid. All documents must be initialed and signed by the same individuals.

Description of Performance/Service: The Contractor agrees to Brief description of service, Event Name

Date(s) of Service: Dates of Service

Place of Performance/Services: Location where service will be performed

Payment: The University agrees to pay the Contractor a fee of $00.00 for services performed. Not to exceed $. Payment for Satisfactory performance shall not exceed this amount unless the Parties mutally agree to a higher amount in writing. Payment shall be contingent upon review and acceptance of the Contractors deliverables by the University. All payments will be by University check in United States funds following the performance/service. A completed and signed Internal Revenue Service Form W-9 or “W-9 substitute form” is required for payment.

Additional items: None

Special Conditions: None

INDEPENDENT CONTRACTOR

The University shall view the legal position of the Contractor as Independent Contractor, and that all persons employed to furnish services hereunder are employees of the Contractor and not of the University. Further, the University shall not be liable for any of the Contractor's acts or omissions performed under this or any other agreement to which the Contractor is a party, and the Contractor assumes all legal liability resulting from the performance of its obligations under this agreement.

If any staff member(s) who will perform work on this contract has retired from the State of Washington under the provisions of the 2008 Early Retirement Factors legislation, Contractor shall notify the University.

The Contractor is responsible for ensuring compliance with any requirements in RCW 42.52.080 Employment after public service.

INDEMNIFICATION and HOLD HARMLESS

To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless Western Washington University and all its officials, agents, employees and volunteers from and against all claims arising out of or resulting from the performance of the contract, “Claim” as used in this agreement means any financial loss, claim, suit, action, damage, or expense, including but not limited to attorney’s fees, attributable for bodily injury, sickness, disease or death, or injury to or destruction of tangible property including loss of use resulting therefrom. Contractor’s obligation to indemnify, defend, and hold harmless includes any claim by Contractor’s agents, employees, representatives, or any subcontractor or its employees.

Contractor expressly agrees to indemnify, defend, and hold harmless Western Washington University for any claim arising out of or incident to Contractor’s performance or failure to perform the contract. Contractor’s obligation to indemnify, defend, and hold harmless Western Washington University only to the extent claim is caused in whole or in part by negligent acts or omissions of Contractor.

The terms of this provision shall survive the termination of the Contract.

TERMINATION

Either party may terminate this contract upon written notice to the other party. If this contract is so terminated, the University shall be liable only for payment required under the terms of this contract for performance/service rendered prior to the effective date of termination.

INSURANCE

(Contractor has insurance) The Contractor shall maintain for the duration of the contract a Commercial General Liability (CGL) insurance policy with a limit of liability will be at least $1,000,000 per occurrence with a product-completed operations and annual aggregate of at least the same amount. Western Washington University, its trustees, officers, directors, employees, agents and volunteers shall be named as an additional insured. At the request of the University, the Contractor shall provide a certificate(s) of insurance or other evidence of such liability insurance coverage. Such documents shall be shall be delivered to Contract Administration, Business Services, Administrative Building, 333 32nd Street, Bellingham WA 98225

OR

(Contractor does not have insurance) The Contractor is responsible for determining whether it should purchase and maintain a liability insurance program. If liability insurance is not maintained by the Contractor, it is assumed to have the financial resources to pay liability claims that would otherwise be insured under an liability insurance program.

NON-DISCRIMINATION

During the performance of this Agreement, the parties shall comply with all federal and state nondiscrimination laws and regulations and policies. In the event of a party’s noncompliance or refusal to comply with any nondiscrimination law or regulation, this Agreement may be rescinded, canceled, or terminated in whole or in part. The party shall, however, be given a reasonable time in which to cure this noncompliance.

GOVERNING LAW

This contract shall be governed in all respects by the law and statutes of the State of Washington. The venue for any action hereunder shall be in the Superior Court for Whatcom County, Washington.

WHOLE AGREEMENT

This Agreement is the complete and exclusive statement of the Agreement between the parties relevant to the purpose described above and supersedes all prior agreements or proposals, oral or written, and all other communications between the parties related to the subject matter of this Agreement. No modification of this Agreement will be binding on either party except as a written addendum signed by an authorized agent of both parties.

For the Contractor: / For the University:
Signatory Name Date
Street Address
City, State, Zip
Phone, Fax
Email / Andrea Rodger Date
Contract Specialist
APPROVED AS TO LEGAL FORM:
Rob Olson Date
Assistant Attorney General

Page 1 of 3 AF-15420 02/18/2017