Washington State Department of Commerce 12/22/2017

SPECIAL TERMS AND CONDITIONS Total amounts paid under this Contract shall be the lesser of actual amounts required for the work described in this Contract or the amount of the Board award. CERB funds are disbursed on reimbursement basis-only for eligible costs within the approved project's scope of work. CERB funds will be reimbursed and the identified match funds will paid out, in concert at the same percentages as the total project cost split, until CERB funds or matching funds are exhausted. Exceptions to this requirement may be granted by the Program Directory&Tribal Liaison on a case-by-case basis. The Recipient must meet the identified match commitment over the project period. Reimbursement includes both invoices that have been paid and invoices due within 30 days of reimbursement request. The Board shall withhold ten percent(10%) of the total funding award until project completion and acceptance of the final Project Completion Report by the Board. Eligible Costs Eligible project costs are those which are incurred on or after the date of the Initial Offer of Financial Aid, shown on the Declarations Page as: INITIAL OFFER DATE, and are incurred under the performance of work specified in the approved Scope of Work(Attachment A). Ineligible Costs Internal administrative activities,fundraising activities, and salary&benefits for the employees of the applicant. Duplication of Billed Costs The Contractor shall not bill CERB for work under this Agreement, and CERB shall not pay the Contractor, if the Contractor is entitled to payment or has been or will be paid by any other source, including grants,for that service. Disallowed Costs The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization or that of its subcontractors. Access to Work and Records All property,facilities,and records developed pursuant to this Agreement shall be available for inspection upon request during regular business hours by the Board or its authorized representative. All records supporting every request for payment shall be maintained in a manner which will provide an audit trail to the expenditures. Copies of records shall be furnished to the Board immediately upon request. This paragraph shall be included in any and all subcontracts let by the Contractor under this agreement. 17. RESTRICTIONS ON CONVERSION OF FACILITY TO OTHER USES The Contractor shall not convert any property or facility acquired or developed pursuant to this agreement to uses other than those for which CERB assistance was originally approved for a period of 10 years beginning from the date of contract execution without the prior written approval of CERB. If CERB no longer exists at the time of the proposed conversion, such written approval must be obtained from the Governor's Office,or from an agency designated by the Governor's Office. CERB Planning Contract Page I 8