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9.03 Legal Obligations
<br />Grantee will comply with all applicable federal, state, and local laws, ordinances, and
<br />regulations. Grantee will be deemed to have knowledge of all applicable laws and regulations
<br />and be deemed to understand them. In addition to any other act or omission that may constitute a
<br />material breach of the Contract, failure to comply with this Section may also be a material breach
<br />of the Contract.
<br />9.04 Permitting and Licensure
<br />At Grantee's sole expense, Grantee will procure and maintain for the duration of this Contract
<br />any state, county, city, or federal license, authorization, insurance, waiver, permit, qualification
<br />or certification required by statute, ordinance, law, or regulation to be held by Grantee to provide
<br />the goods or Services required by this Contract. Grantee will be responsible for payment of all
<br />taxes, assessments, fees, premiums, permits, and licenses required by law. Grantee agrees to be
<br />responsible for payment of any such government obligations not paid by its contactors or
<br />subcontractors during performance of this Contract.
<br />9.05 Indemnity
<br />TO THE EXTENT ALLOWED BY LAW, GRANTEE WILL DEFEND, INDEMNIFY, AND HOLD
<br />HARMLESS THE STATE OF TEXAS AND ITS OFFICERS AND EMPLOYEES, AND THE ENTERPRISE
<br />AGENCY AND ITS OFFICERS AND EMPLOYEES, FROM AND AGAINST ALL CLAIMS, ACTIONS,
<br />SUITS, DEMANDS, PROCEEDINGS, COSTS, DAMAGES, AND LIABILITIES, INCLUDING ATTORNEYS'
<br />FEES AND COURT COSTS ARISING OUT OF, OR CONNECTED WITH, OR RESULTING FROM:
<br />a. GRANTEE'S PERFORMANCE OF THE CONTRACT, INCLUDING ANY NEGLIGENT ACTS OR
<br />OMISSIONS OF GRANTEE, OR ANY AGENT, EMPLOYEE, SUBCONTRACTOR, OR SUPPLIER OF
<br />GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL OR SUPERVISION OF GRANTEE, IN
<br />THE EXECUTION OR PERFORMANCE OF THIS CONTRACT; OR
<br />b. ANY BREACH OR VIOLATION OF A STATUTE, ORDINANCE, GOVERNMENTAL REGULATION,
<br />STANDARD, RULE, OR BREACH OF CONTRACT BY GRANTEE, ANY AGENT, EMPLOYEE,
<br />SUBCONTRACTOR, OR SUPPLIER OF GRANTEE, OR ANY THIRD PARTY UNDER THE CONTROL
<br />OR SUPERVISION OF GRANTEE, IN THE EXECUTION OR PERFORMANCE OF THIS CONTRACT;
<br />OR
<br />C. EMPLOYMENT OR ALLEGED EMPLOYMENT, INCLUDING CLAIMS OF DISCRIMINATION
<br />AGAINST GRANTEE, ITS OFFICERS, OR ITS AGENTS; OR
<br />d. WORK UNDER THIS CONTRACT THAT INFRINGES OR MISAPPROPRIATES ANY RIGHT OF ANY
<br />THIRD PERSON OR ENTITY BASED ON COPYRIGHT, PATENT, TRADE SECRET, OR OTHER
<br />INTELLECTUAL PROPERTY RIGHTS.
<br />GRANTEE WILL COORDINATE ITS DEFENSE WITH THE ENTERPRISE AGENCY AND ITS COUNSEL.
<br />THIS PARAGRAPH IS NOT INTENDED TO AND WILL NOT BE CONSTRUED TO REQUIRE GRANTEE
<br />TO INDEMNIFY OR HOLD HARMLESS THE STATE OR THE ENTERPRISE AGENCY FOR ANY CLAIMS
<br />OR LIABILITIES RESULTING SOLELY FROM THE GROSS NEGLIGENCE OF THE ENTERPRISE
<br />AGENCY OR ITS EMPLOYEES. THE PROVISIONS OF THIS SECTION WILL SURVIVE
<br />TERMINATION OF THIS CONTRACT.
<br />Attachment B - DSHS Contract No. 2016 - 048775 -001
<br />Page 15 of 19
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