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practices that sufficiently and properly reflect all direct and indirect costs of any nature expended in the <br /> performance of this Agreement. <br /> The Agency shall maintain records that identify,in its accounts,all federal awards received and expended <br /> and the federal programs under which they were received, by Catalog of Federal Domestic Assistance <br /> (CFDA) title and number, award number and year, name of the federal agency, and name of the pass- <br /> through entity. <br /> The Agency shall retain such records for a period of six (6) years following the date of final payment. At <br /> no additional cost,these records, including materials generated under the contract,shall be subject at all <br /> reasonable times to inspection, review or audit by the City, personnel duly authorized by the City, the <br /> Washington State Department of Commerce,the Office of the State Auditor,and federal and state officials <br /> so authorized by law, regulation or agreement. <br /> If any litigation,claim or audit is started before the expiration of the six(6)year period,the records shall <br /> be retained until all litigation, claims, or audit findings involving the records have been resolved. <br /> 14. SAVINGS <br /> In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way <br /> after the effective date of this Agreement and prior to normal completion, the City may immediately <br /> suspend or terminate the Agreement. In lieu of termination,the Agreement may be amended to reflect <br /> the new funding limitations and conditions. <br /> 15. ASSIGNMENT AND SUBCONTRACTING <br /> A. The Agency shall not assign any portion of this Agreement without the written consent of the City, <br /> and it is further agreed that said consent must be sought by the Agency not less than fifteen (15) <br /> days prior to the date of any proposed assignment. <br /> B. Any work or services assigned or subcontracted hereunder shall be subject to each provision of <br /> this Agreement and to proper bidding procedures to the extent provided therein. The Agency <br /> agrees that it is as fully responsible to the City for the acts and omissions of its subcontractors and <br /> their employees and agents, as it is for the acts and omissions of its own employees and agents. <br /> 16. HOLD HARMLESS AND INDEMNIFICATION <br /> A. The Agency agrees that it is financially responsible (liable) for any audit exception or other <br /> financial loss to the City which occurs due to the Agency's negligence or failure to comply with the <br /> terms of this Agreement. <br /> B. The Agency shall protect, defend, indemnify and save harmless the City, its officers, employees <br /> and agents from any and all costs, claims,judgments and/or awards or damages, arising out of, <br /> or in any way resulting from, the acts or omissions of the Agency, its officers, employees and <br /> agents in performing this Agreement. <br /> C. To the extent the Agency is determined to be more properly classified as a subcontractor of the <br /> City under the terms of the City's Interagency Agreement with the Washington State Department <br /> of Commerce, neither the Washington State Department of Commerce nor the State of <br /> - 6- <br />