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12. COMPLIANCE WITH THE LAW; WAIVER OF LAWS: <br /> The Contractor shall comply with the terms of this Contract. The LA may endeavor to <br /> assist the Contractor to apply federal or state statutory or regulatory requirements, but the <br /> Contractor shall not be entitled to rely on such assistance as constituting a waiver of any, <br /> state statutory, regulatory or contractual requirement without a specific, signed waiver <br /> from the Director of the LA. No waiver of federal statutory or regulatory requirements <br /> shall be effective without a waiver signed by an authorized official at the United States <br /> Department of Labor or a court of last resort as effective; except that the Director of the <br /> Division of Employment and Training may waive any federal statutory or regulatory <br /> requirements that may,by its terms,be waived by the Governor. <br /> 13. SUBCONTRACTING: <br /> The Contractor must secure the written approval of the Director of the LA prior to <br /> procuring services through subcontracting. All subcontract documents must reference <br /> this Contract, and all subcontractors must acknowledge that the LA, the State and the <br /> USDOL have all rights and powers as to the subcontractor that they have under this Contract <br /> and under law as to the Contractor. <br /> It is expressly understood that the delegation of any responsibility to a subcontractor shall <br /> not diminish the liability of the Contractor to assure compliance and that the Contractor is <br /> liable to the LA for any costs of its subcontractors deemed unallowable. It is also expressly <br /> understood that the LA is not responsible for the obligations of the Contractor to its <br /> subcontractors. <br /> The Contractor will ensure that its subcontractors, if any, do not subcontract for any <br /> performance or partial performance of any activity of service provided or to be provided <br /> through this Agreement. <br /> 14.RECORD KEEPING,REPORTING AND ACCOUNTING: <br /> In consideration for full and satisfactory performances, the LA shall fulfill its obligations to <br /> pay the Contractor the actual cost incurred not exceeding the full amount of the Contract <br /> Agreement,for performances rendered hereunder subject to the following limitations: <br /> A. The LA shall not be liable to the Contractor for expenditures made in violations of <br /> the Regulations promulgated under the WIOA, or in violation of any other <br /> regulations promulgated under the WIOA,or otherwise applicable. <br /> B. The LA shall not be liable to the Contractor for costs incurred or performances <br /> rendered unless such costs and performances are in strict accordance with the terms <br /> of this Agreement. <br /> C. The LA funding obligations under this Agreement are contingent upon actual receipt <br /> of funds from the State or the USDOL. <br /> The Contractor shall use accounting and record keeping procedures that assure proper <br /> accounting of funds and permit accessibility in monitoring, performance evaluation and <br /> audit. The Contractor shall comply with applicable directives from the LA and the State <br /> regarding accounting and audit procedures under this Contract Agreement and shall, in all <br /> Regional Partnership Workforce Development Board <br /> (Rev.6/7/17) Page 4 <br />