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The parties to this Agreement shall each maintain books, records, documents and other evidence which <br />sufficiently and properly reflect all direct and indirect costs expended by either party in the performance of <br />the services described herein. These records shall be subject to inspection, review or audit by personnel of <br />both parties, other personnel duly authorized by either party, the Office of the State Auditor, and federal <br />officials so authorized by law. All books, records, documents, and other material relevant to this Agreement <br />will be retained for six years after expiration and the Office of the State Auditor, federal auditors, and any <br />persons duly authorized by the parties shall have full access and the right to examine any of these materials <br />during this period. <br />Records and other documents, in any medium, furnished by one party to this agreement to the other party, <br />will remain the property of the furnishing party, unless otherwise agreed. The receiving party will not <br />disclose or make available this material to any third parties without first giving notice to the fumishing party <br />and giving it a reasonable opportunity to respond. Each party will utilize reasonable security procedures <br />and protections to assure that records and documents provided by the other party are not erroneously <br />disclosed to third parties. <br />RIGHTS IN DATA <br />Unless otherwise provided, data, which originates from this Agreement shall be "works for hire" as defined <br />by the U.S. Copyright Act of 1976 and shall be owned by the University. Data shall include, but not be <br />limited to, reports, documents, pamphlets, advertisements, books magazines, surveys, studies, computer <br />programs, films, tapes, and/or sound reproductions. Ownership includes the right to copyright, patent, <br />register, and the ability to transfer these rights. <br />INDEPENDENT CAPACITY <br />The employees or agents of each party who are engaged in the performance of this Agreement shall <br />continue to be employees or agents of that party and shall not be considered for any purpose to be <br />employees or agents of the other party. <br />AGREEMENT CHANGES, N1 1)1 FICATIONS AND AMENDMENTS <br />This Agreement may be changed, modified, or amended by written agreement executed by both parties. <br />TERMINATION <br />Either party may terminate this Agreement upon 90 days' prior written notification to the other party. <br />TERMINATION FOR CAUSE <br />If for any cause, either party does not fulfill in a timely and proper manner its obligations under this <br />Agreement, or if either party violates any of these terms and conditions, the aggrieved party will give the <br />other party written notice of such failure or violation. The responsible party will be given the opportunity to <br />correct the violation or failure within 15 working days. If failure or violation is not corrected, this <br />Agreement may be terminated immediately by written notice of the aggrieved pasty to the other. <br />DISPUTES <br />In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in the <br />following manner: Each party to this Agreement shall appoint one member to the Dispute Board. The <br />