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Business and Occupation Tax,taxes based on the Contractor's gross or net income,or <br />personal property to which the County does not hold title.The County is exempt from <br />Federal Excise Tax. <br />10.Requlations and Requirement: <br />This Agreement shall be subject to all laws,rules and regulations of the United States of <br />America,and State of Washington,and political subdivisions of the State of Washington, <br />and to any other provisions set forth herein or in the attached exhibits. <br />11.Right to Review: <br />This contract is subject to review by any Federal or State auditor.The County or its designeeshallhavetherighttoreviewandmonitorthefinancialandservicecomponentsofthis <br />program by whatevermeans are deemed expedient by the County.Such review may occur <br />with or without notice,and may include,but is not limited to,on-site inspection by County <br />agents or employees,inspection of all records or other materials which the County deemspertinenttotheAgreementanditsperformance,and any and all communications with orevaluationbyservicerecipientsunderthisAgreement.The Contractor shall preserve and <br />maintain all financial records and records relating to the performance of work under thisAgreementfor6yearsaftercontracttermination,and shall make them available for such <br />review,within Kittitas County,State of Washington,upon request. <br />12.Modifications: <br />12.1 Either party may request changes in the Agreement.Any and all agreed <br />modifications shall be in writing,signed by each of the parties. <br />12.2 If any change in the Work causes an increase or decrease on Contractor's <br />cost of,or the time required for,performance of the Work,an equitable <br />adjustment in the compensation to Contractor and in the schedule for theperformanceoftheWorkshallbemadetoreflectsuchanincreaseor <br />decrease. <br />12.3 Notwithstanding any dispute or delay in arriving at a mutually acceptable <br />equitable adjustment,Contractor shall proceed in accordance with all Change <br />Notices.Contractor must,within thirty (30)days after receipt of any Change <br />Notice that does not set forth any acceptable adjustment,submit to the County <br />a written statement setting forth any adjustment claimed. <br />12.4 If any change results in a decrease in the Work performed,Contractor shall <br />be entitled to compensation associated with changing the Work,such as <br />revising design already completed,revising calculations already performed, <br />and revising documents. <br />13.Termination for Default: <br />Professional Services Agreement <br />Hopesource <br />Page 5 of 20