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WSP Contract No. CRD00021 <br /> Each party shall notify the other party in writing within 24 hours upon becoming aware of any <br /> unauthorized access, use, or disclosure of Confidential Data. Each party shall take necessary <br /> steps to mitigate any and all harmful effects of such use or disclosure. <br /> XII. AUDIT <br /> Both parties are obligated to maintain current standing with all OCIO audit requirements. <br /> Additionally, WSP reserves the right to monitor, audit, or investigate the use of Confidential <br /> Information collected, used, or acquired by the User through this Agreement. <br /> XIII. DISPUTES <br /> In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board <br /> in the following manner: Each party to this Agreement shall appoint one member to the Dispute <br /> Board. The members so appointed shall jointly appoint an additional member to the Dispute <br /> Board. The Dispute Board shall review the facts, agreement terms and applicable statutes and <br /> rules and make a determination of the dispute. The determination of the Dispute Board shall be <br /> final and binding on the parties hereto. As an alternative to this process, either party may request <br /> intervention by the Governor, as provided by RCW 43.17.330, in which event the Governor's <br /> process will control. <br /> XIV. GOVERNANCE <br /> This Agreement is entered into pursuant to and under the authority granted by the laws of the <br /> state of Washington, and any applicable federal laws and WSP policy. The provisions of this <br /> Agreement shall be construed to conform to those laws and policy. <br /> In the event of an inconsistency in the terms of this Agreement, or between its terms and any <br /> applicable statute, rule, or policy, the inconsistency shall be resolved by giving precedence in the <br /> following order: <br /> a. Applicable state and federal statutes; <br /> b. OCIO policy 141.10 and rules and WSP policy; <br /> c. Terms and Conditions of this Contract <br /> XV. ASSIGNMENT <br /> The work to be provided under this Agreement, and any claim arising thereunder, is not <br /> assignable or delegable by either party in whole or in part, without the express prior written <br /> consent of the other party. Consent shall not be unreasonably withheld. <br /> XVI. WAIVER <br /> A failure by either party to exercise its rights under this Agreement shall not preclude that party <br /> from subsequent exercise of such rights and shall not constitute a waiver of any other rights <br /> under this Agreement unless stated to be such in a writing signed by an authorized representative <br /> of the party and attached to the original Agreement. <br /> XVII. RIGHTS OF INSPECTION <br /> Each party shall provide right of access to the other party, its officers, or any other authorized <br /> agent or official of the state or federal government at all reasonable times, in order to monitor <br /> and evaluate the following: Performance, compliance, or quality assurance of internal policies <br /> and procedures, or records relating to the safeguarding, use, and disclosure of Confidential <br /> Information obtained or used as a result of this Agreement. Each party shall make available <br /> information necessary for the other party to comply with a client's right to access, amend, or <br /> receive an accounting of disclosures of their Confidential Information. <br /> Approved as to Form by the Washington Attorney General <br /> 2018 Livescan to WIN ABIS User Agreement 05/08/2018 <br /> Page 5 of 7 <br />