Subcontract - 143035 WSU001066 - Laserfiche WebLink

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WASHINGTON STATE OPEN LJNIVERSITY Subcontract Prime Contractor Subcontractor Institution/Organization ("Prime Recipient") Institution/Organization ("Subcontractor") Name: Washington State University Name: County of Kittitas Address: Office of Research Support and Operations Lighty 280 Address: 205 W 511 Ave Ste 108 PO Box 641060 Ellensburg, WA 98926 Pullman, WA 99164-1060 EIN No.: 91-6001349 UEI: WQ23XPBSAU44 Prime Contract No.: 23-66233-001 Subcontract No. 143035 WS0001066 Sponsor: Washington State Department of Commerce Subcontract Period of Performance: 03/01/2023-06/14/2023 Amount Funded this Action: $ 59,117.00 Project Title: Broadband Action Team Implementation and Support (BAT) Reporting Requirements [Check here if applicable: ® See Attachment 4 ] Terms and Conditions 1) Prime Contractor hereby awards a fixed-price conditional subcontract, as described above, to Subcontractor. The statement of work and budget for this subcontract are as shown in Attachment 5. In its performance of the subcontracted work, Subcontractor shall be an independent entity and not an employee or agent of Prime Contractor. 2) Prime Recipient shall distribute funds to Sub -recipient in up to four distribution tranches, upon conditions set forth in Attachment 5. Each request for distribution shall be submitted using Sub -recipient's standard invoice, but at a minimum shall include progress to satisfy the conditions for distribution, sub - award number, and certification as to truth and accuracy of invoice (see Attachment 6 for Sample Invoice). Invoices that do not reference Prime Recipient's sub -award number shall be returned to Sub -recipient. Invoices and questions concerning invoice receipt or payments should be directed to the appropriate party's Financial Contact as shown in Attachment 3. Prime recipient reserves the right to request and the Sub -recipient agrees to provide supporting documentation of Sub -recipients costs in the event the Prime Recipient is required to provide such documentation to its sponsors or there are performance issues which cause the Prime Recipient to question the reasonableness, allowability or allocability of costs billed. 3 A final invoice marked "FINAL" must be submitted to the Prime Contractor's Financial Contact, as shown in Attachment 3 not later than 15`h of June 2023 after the Project Period. Prime Contractor shall make the final payment to Subcontractor upon completion of all required deliverables and reports as indicated in Attachment 4 and 5 4) All payments shall be considered provisional and subject to adjustment within the total estimated cost in the event such adjustment is necessary as a result of an adverse audit finding against the Subcontractor. 5) Matters concerning the technical performance of this subcontract should be directed to the appropriate party's Principal Investigator, as shown in Attachment 3. 6) Matters concerning the request or negotiation of any changes in the terms, conditions, or amounts cited in this subcontract agreement, and any changes requiring prior approval, should be directed to the appropriate party's Administrative Contact as shown in Attachment 3. Any such changes made to this Subcontract require the written approval of each party's Authorized Official, as shown in Attachment 3. 7) Each party shall be responsible for its negligent acts or omissions and the negligent acts or omissions of its employees, officers, or director's, to the extent allowed by law. 8) Either party may terminate this Subcontract with thirty days written notice to the appropriate party's Administrative Contact as shown in Attachment 3. 9) No -cost extensions require the approval of the Prime Contractor. Any requests for a no -cost extension should be addressed to and received by the Administrative Contact, as shown in Attachment 3, not less than thirty (30) days prior to the desired effective date of the requested change. 10) The Subcontract is subject to the terms and conditions of the Prime Award and other special terms and conditions, as identified in Attachment 2. 11) By signing below Subcontractor makes the certifications and assurances shown in Attachments 1 and 2. By an Authorized Official of Prime Contractor: By an Authorized Official of Subcontractor: Date Date