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The Subrecipient shall maintain auditable records and accounts so as to facilitate the audit requirement and shall ensure that any subcontractors also maintain auditable records. The Subrecipient is reiponsinfefor any audit exceptions incurred by its own organization or that of its subcontractors. Responses tJjn' unresolved management findings and disallowed or questioned costs shall be included 'witn tne auCitreport' The Subrecipient must respond to Department requests for information or corrective actionconcerning audit issues or findings within 30 days of the date of request. The Department reserves theright to recover from the Subrecipient all disallowed costs resulting fiom the audit. Afrer the single audit has. been completed, and if it includes any audit findings, the Subrecipient must gend a full copy of the audit and its Conective Action Plan to the bepartment a-t the fo1owing iOOresJ nolater than nine (9) months afterthe end of the subrecipient's fiscal yea(s): Contracts Office Washington Military Department Finance Division, Building #l TA-20 Camp Murray, WA 98430-5092 The-Department retains the sole discretion to determine whether a valid claim for an exemption from theaudit requirements of this provision has been established. Conducting a single or program-specific audit in compliance with 2 CFR Part 200 Subpart F is a materialrgqu[gltelt of thisAgreement. ln the absence of a valid claim of exemption from the iudit requirements of 2 CFR Part 200 Subpart F, the Subrecipient's failure to comply with *id audit requirements may result in one or more of the following actions in the Department's solediscretion: a percentage of federal awards being withheld until the audit is completed in accordance with 2 CFR Part 200 Subpai F; the withholOingor.disallowing of overhead costs; the suspension of federal awards until the audit is conducted anlsubmitted; or termination of the federal award. A.2s SUBRECTPTENT NOT FMPLOYEE A.30 A.31 The parties intend that an independent contractor relationship will be created by this Agreement. TheSubrecipient, andlor employees or agents performing under this Agreement are n6t emptolees or agents of the Deparlment in any manner whatsoever. The Subrecipient wiil not be presented as, nor claim io be,an officer or employee of the Deparhnent by reason of thi:s Agreement, nor will the Subrecipient mafeany claim, demand, or application to or for any right or privilege applicable to an officer or elnployeJ ot !!e Depattment or of the state of Washington by ieason of thG Agieement, including, but not llmi[rJto, W.orkmen's Compensation coverage, unemployment insurance benefits, socaai'security benefits, retirement membershipor.credit, or privilege 6r benefit which woutd accrue to a civil service emptoyee under Chapter 41.06 RCW. It is understood that if the Subrecipient is another state department, state agency, state universig, state college, state community college, state board, or state commission, that thdofficers and employees areemployed by the state of Washington in their own right and not by reason of this Agreement. TAXES. FEES,AND LICENSES Unless otherwise provided in this.Agreement, the Subrecipient shall be responsible for, pay and maintain in cunent status all taxes, unemployment contributions, fees, licenses, assessments, peimit charges andexpenses of any other kind for the Subrecipient or its staff required by statute or'regutation lhat are applicable to Agreement performance. TERMTNATTON FOR CONVENTENCE Notwithstanding any provisions of this Agreement, the Subrecipient may terminate this Agreement byproviding written notice of such termination to the Department Key Personnet identified in the-Agreemenl specifying the effective date thereof, at least thirty (30) days prioi to such date. Except as otherwise provided in this Agreement, the Department, in its sole discretion and in the bestinterests of the state of Washington, may terminate this Agreement in whole or in part ten (10) business days after emailing notice. Upon notice of termination for convenience, the Department reserves the rightto suspend. ?!l or pa.n.of the Agreement, withhold further payments, or prohibit the Subrecipient fr6mincuning additional obligations of funds. ln the event of terminition, the Su5recipient shall be liable for all damages as authorized by law. The rights and remedies of the Department piovided for in this sectionshallnol be exclusive and are in addition to any other rights and remedies pr6vided by law. DHS-FEMA.EMPG.FY21 Page 19 of35 Klttitas County Sheriffs Office EM, EZZ-217