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written approval of the county. lf the county approves subcontracting, the contractor shall maintain written <br />procedures related to subcontracting, as well as copies of all subcontracts and records related to subcontracts' <br />For cause, the county in writing may require the contractor to amend its subcontracting procedures as they relate <br />to this agreement, prohibit the contractor from subcontracting with a particular person or entity, or require the <br />Contractor to rescind or amend a subcontract. Every subcontract shall bind the Subcontractor to follow all <br />applicable terms of this agreement. The Contractor is responsible to the county if the Subcontractor fails to <br />comply with any applicable term or condition of this agreement. The contractor shall appropriately monitor the <br />activities of the subcontractor to assure fiscal conditions of this agreement. ln no event shall the existence of a <br />subcontract operate to release or reduce the liability of the contractor to the county for any breach in the <br />performance of the Subcontractor's duties. <br />Every subcontract shall include a term that county is not liable for claims or damages arising from a <br />Su bcontracto r's pe rfo rma nce of the su bcontract. <br />6. Right to Review: Maintenance of Records: This Agreement is subject to review by any Federal or State <br />auditor. rhe County or its designee shall have the right to review and monitor the financial and service <br />components of the work performed under this Agreement by whatever means are deemed expedient by the <br />county. such review may occur with or without notice, and may include, without limitation, on-site inspection, <br />inspection of all records or other materials which the County deems pertinent, and any and all communications <br />with or evaluation by service recipients under this Agreement. contractor shall preserve and maintain all records <br />relating to this Agreement for six (6) years after termination or expiration of the Agreement, and upon request <br />shall make them available for review by any Federal or State auditor, the County, and/or any persons authorized <br />by the CountY. <br />7. Modification <br />7.1,. This Agreement may be amended by mutual agreement of the parties. Any such amendment <br />shall be in writing and signed by both parties. <br />7.2 The County may unilaterally amend this Agreement at any time by written notice ("Change <br />Notice,,) to Contractor, to modify the work to be performed under this Agreement, within the general scope of <br />the Agreement. Such changes may include, but are not limited to, changes in the exact scope of work to be <br />perfoimed (including modification, substitution, addition, or deletion of required tasks) and changes to the <br />schedule of performance. lf any such change Notice causes an increase or decrease to contractor's cost of, or the <br />time required for, performance of the work, an equitable adjustment in the compensation to contractor and/or <br />in the schedule for the performance of the work shall be made by the county to reflect such an increase or <br />decrease. Notwithstanding any dispute or delay in arriving at a mutually acceptable equitable adjustment, <br />Contractor shall proceed in accordance with all Change Notices. Within thirty (30) days after receipt of any Change <br />Notice which, in Contractor's opinion, lacks an adequate adjustment, Contractor must submit to the County a <br />written statement requesting a modified adjustment; otherwise, Contractor will forfeit its right to any such <br />modified adjustment. The County retains the final right to determine adjustments hereunder' <br />8. Termination <br />g.1 This Agreement may be terminated at any time by mutual written agreement of the parties' <br />g.Z The County, by giving written notice, may terminate this Agreement at any time without cause <br />and without further obligation to contractor except for payment due for deliverables provided and/or services <br />performed prior to the effective date of termination. An equitable adjustment in the contracted price for partially <br />completed tasks will be made by the county, but such adjustment shall not include compensation for loss of <br />anticipated profit on uncompleted work. <br />Kittitas County Agreement for Services (rev.5/La/25) <br />Page tt of 24