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DocuSign Envelope lD: C6B52266-74D0-456F-8192-4EB9B0F6ZD03 VIII. RECORDS, DOCUMENTS, AND REPORTS The Court shall maintain books, records, documents and other evidence of accountingprocedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement. These records shallbe subject at all reasonable times to inspection, review, or audit by personnel duly authorized by the AOC and the Office of the State Auditor, or so authorized by law, rule, regulation or agreement. The Courl will retain all books, records, documents, and othermaterial relevant to this Agreement for six years after setlement, and make them available for inspection by persons authorized by this provision. IX. RIGHTS OF INSPECTION The Court shall provide right of access to its facilities to the AOC, or any of its officers, orto any other authorized agent or Official of the State of Washington at all reasonable times, in order to monitor and evaluate per-formance, compliance uno/o1. quality assurance under this Agreement. X. DISPUTES Disputes arising under this Agreement shall be resolved by a panel consisting of onerepresentative from the AOC, one representative from the Cburt, and a mutually agreedupon third party' The dispute panel shall thereafter decide the dispute with the majorityprevailing' Neither party shall have recourse to the courts unless there is a showing ofnoncompliance or waiver of this section. XI. TERMINATION The AOC may, in its sole discretion terminate the agreement or withhold paymentsclaimed by the Court for procured goods and servic"*lr ff'e Court fails to satisfactorilycomply with any term or condition of this Agreement. A. Termination for Convenience. Except as otherwise provided in this Agreement, either party may terminate thisAgreement by providing written notice of such termination to ihe other partyspecifying the effective date thereof, at least five (5) business days prior to suchdate. lf this Agreement is so terminated, the AOC shall be liable only'for paymentfor the provisions of this agreement, completed and accepted prior to the effectivedate of termination. Termination for Cause. lf for any cause, either party does not fulfill in a timely and proper manner itsobligations under this Agreement, or if either party violat", "ny of these terms andconditions, the aggrieved party will give the other party written notice of such failureor violation. The responsible party will be given the opportunity to correct theviolation or failure within fifteen (1b) working oays. lf failure of violation is notcorrected, this Agreement may be terminated immediately by written notice of theaggrieved party to the other. B l,AA24587 Page 3 of 6