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The COTINTY will pay sales and use taxes imposed on goods or services acquired hereunder as required by law. The CONTRACTOR must pay all other taxes including, but not limited to: Business and Occupation Tax, taxes based on the CONTRACTOR's gross or net income, or personal properly to which the COUNTY does not hold title. The COUNTY is exempt from Federal Excise Tax. 10. Regulations and Requirement: This Agreement shall be subject to all laws, rules and regulations of the United States of Americ4 and State of Washington, and political subdivisions of the State of Washington, and to any other provisions set forth herein or in the attached exhibits. 11. Rieht to Review: This contract is subject to review by any Federal or State auditor. The COTINTY or its designee shall have the right to review and monitor the financial and service components of this program by whatever means are deemed expedient by the COUNTY. Such review may occur with or without notice, and may include, but is not limited to, on-site inspection by COUNTY agents or employees, inspection of all records or other materials which the COUNTY deems pertinent to the Agreement and its performance, and any and all communications with or evaluation by service recipients under this Agreement. The CONTRACTOR shall preserve and maintain all financial records and records relating to the performance of work under this Agreement for six (6) years after contract termination, and shall make them available for such review, within Kittitas County, State of Washington, upon request. 12. Modifications: I2.I Either party may request changes in the Agreement. Any and all agreed modifications shall be in writing, signed by each of the parties. 12.2 The COUNTY may, at any time, by written notice thereof to CONTRACTOR ("Change Notice") makes changes in the Work within the general scope of this Agreement, including, but not limited to: (a) changes in, revisions to, substitutions for, additions to or deletions of any Work; (b) changes in schedule; and (c) acceleration, deceleration or suspension of perfonnance of any Work. 12.3 If any change in the Work causes an increase or decrease on CONTRACTOR's cost of, or the time required for, performance of the Work, an equitable adjustment in the compensation to CONTRACTOR and in the schedule for the performance of the Work shall be made to reflect such an increase or decrease. 12.4 Notwithstanding any dispute or delay in aniving at a mutually acceptable equitable adjustment, CONTRACTOR shall proceed in accordance with all Change Notices. CONTRACTOR shall not be obligated to proceed with a Change Notice without mutual agreement first. CONTRACTOR must, within thirty (30) days after receipt of Professional Services Agreement Page 5