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A.11
<br />4.12
<br />A.13
<br />13) Access by the Department, the Subrecipient, the federal awarding agency, the Gomptroller
<br />General of the United States, or any of their duly authorized representatives to any books,
<br />documents, papers, and records of the contractorwhich are directly pertinent to that specific
<br />contract for the purpose of making audit, examination, excerpts, and transcriptions.
<br />14) Retention of all required records for six years after the Subrecipient has made final payments
<br />and all other pending matters are closed.
<br />15) Mandalory standards and policies relating to energy efficiency which are contained in the
<br />state energy conseruation plan issued in compliance with the Energy Policy and
<br />Conservation Act (Pub. L. 94-163, 89 Stat. 871).
<br />b. The Department reserves the right to review the Subrecipient's procurement plans and
<br />documents and require the Subrecipient to make changes to bring its plans and documents into
<br />compliance with the requirements of 2 CFR Part 200.318 through 200.326, The Subrecipient
<br />must ensure that its procurement process requires contractors and subcontractors to provide
<br />adequate documentation with sufficient detailto supportthe costs of the project and to allow both
<br />the Subrecipient and Department to make a determination on eligibility of project costs.
<br />c. All contracting agreements entered into pursuant to this Agreement shall incorporate this
<br />Agreement by reference
<br />DISCLOSURE
<br />The use or disclosure by any party of any information conceming the Department for any purpose not
<br />directly connected with the administration of the Departmenfs or the Subrecipient's responsibilities with
<br />respect to services provided under this Agreement is prohibited except by prior written consent of the
<br />Department or as required to comply with the state Public Records Act, other law or court order.
<br />DISPUTES
<br />Exoept as otherwise provided in this Agreement, when a bona fide dispute arises between the parties
<br />and it cannot be resolved through discussion and negotiation, either party may request a dispute
<br />resolution panelto resolve the dispute. A request for a dispute resolution board shall be in writing, state
<br />the disputed issues, state the relative positions of the parties, and be sent to all parties. The panel shall
<br />consist of a representative appointed by the Department, a representative appointed by the $ubrecipient
<br />and a third party mutually agreed upon by both parties. The panel shall, by majority vote, resolve the
<br />dispute. Each party shall bear the cost for its panel member and ils attorney fees and costs and share
<br />equally the cost of the third panel member.
<br />-L-FgAL R.ELATTONS
<br />It is understood and agreed that this Agreement is solely for the beneffi of the parties to the Agreement
<br />and gives no right to any other party. No joint venture or partnership is formed as a result of this
<br />Agreement,
<br />To the extent allowed by law, the Subrecipient, its successors or assigns, will protect, save and hold
<br />harmless the Department, the state of Washington, and the United States Government and their
<br />authorized agents and employees, from all claims, actions, costs, damages or expenses of any nature
<br />whatsoever by reason of the acts or omissions of the Subrecipient, its subcontractors, subrecipients,
<br />assigns, agents, contractors, consultants, licensees, invitees, employees or any person whomsoever
<br />arising out of or in connection with any acts or activities authorized by this Agreement.
<br />To the extent allowed by law, the Subrecipient further agrees to defend the Department and the state of
<br />Washington and their authorized agents and employees in any litigation; including payment of any costs
<br />or attorneys' fees for any claims or action commenced thereon arising out of or in connection with acts
<br />or activities authorized by this Agreement.
<br />This obligation shall not include such claims, costs, damages or expenses which may be caused by the
<br />sole negligence of the Department; provided, that if the daims or damages are caused by or result from
<br />the concurrent negligence of (1) the Department, and (2) the Subrecipient, its agents, or employees, this
<br />indemnity provision shall be valid and enforceable only to the extent of the negligence of the Subrecipient,
<br />or the Subrecipient's agents or employees.
<br />lnsofar as the funding source, the Department of Homeland Securig (DHS)/Federal Emergency
<br />Management Agency (FEMA), is an agency of the Federal government, the following shall apply:
<br />DHS-FEMA-HSGP.SHSP-FFY1 9 Pagp 14 of37 Kittitas Cou nty, E22-260
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