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3 <br /> 2. In the event the Foundation decides to electronically publish a Report,the Foundation will <br /> provide the Co-funders with ten(10)hardcopies each and a complete PDF file of the Report in <br /> the English language prior to general publication to subscribers or outside third parties. Any <br /> additional copies will be at the cost of$50.00 US dollars each. The parties agree that each may <br /> place a PDF version of the full Final Report on its own web site,if any, after the Foundation has <br /> provided such Report to its subscribers. No drafts shall be published by the Co-funders. <br /> 13. Record Retention: <br /> 1. Sub-recipient shall retain all financial records,supporting documents, statistical records,and all <br /> other records pertinent to this PFA and the Project referenced herein for a period of six(6)years <br /> from the date of payment of final invoice. <br /> 2. If any litigation,claim,or audit is started before the expiration of the six(6)year period,the <br /> records shall be retained until all litigation,claims, or audit findings involving the records have <br /> been resolved and final action taken. <br /> C. Access to Records: <br /> 1. The Foundation,the Co-funders,and their authorized representatives,have the right of timely and <br /> unrestricted access to any books,documents,papers,or other records of the Sub-recipient upon <br /> forty-eight(48)business hours Notice in order to perform audits,monitoring reviews, or other <br /> types of site visits during regular operating hours of Sub-recipient. <br /> 2. The rights of access to Sub-recipient's records also includes timely and reasonable access to the <br /> Sub-recipient's available past and present personnel for the purpose of interviewing and disclosing <br /> matters related to such documents. <br /> 3. The right of access to Sub-recipient's records is not limited to the required six(6)year period. <br /> 4. Sub-recipient waives any confidentiality,privacy privilege, or proprietary defenses regarding <br /> audits or monitoring or subject by the Foundation(or its representatives).The Foundation will <br /> keep any of Sub-recipient's proprietary technical and/or scientific information confidential if such <br /> material is appropriately marked as"Confidential,"is not already in the public domain prior to <br /> disclosure,is not required to be disclosed as a result of court order,legal process or government <br /> action or applicable law of regulation, or was already known to others not under a requirement to <br /> maintain its confidentiality. <br /> 5. This Agreement and any documents provided to a Co-funder,if a public or quasi-public entity, <br /> through this Agreement are deemed public records subject to disclosure under the applicable state <br /> public records statue(s)(i.e. Washington State Public Records Act, Chapter 42.56 RCW). Such <br /> Co-funder may be required,upon request,to disclose this Agreement and documents related to it <br /> unless an exemption under the Public Records Act or other laws applies. In the event such Co- <br /> funder received a request for such disclosure and determines in its legal judgment that no <br /> applicable exemption to disclose applies, such Co-funder agrees to provide both the Foundation <br /> and the Sub-Recipient ten(10) days written notice of impending release. Should legal action <br /> thereafter be initiated by the Foundation or the Sub-Recipient to enjoin or otherwise prevent such <br /> release, all expense of any such litigation shall be borne by the party initiating such legal action, <br /> FINAL 09012011 11 Joint Multi Funded PFA <br /> 49 <br />