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CharUed to the City for a minimum period of three (3) years, or for any longer period required by
<br />law, front the date ol' final payment to Consultant under this Agreement- All Such records and
<br />invoices shall be clearly identifiable. 12011Snitatt Shall allow a fcpt'CSC111at1V0 Ol the City 10
<br />examine, audit, and make transcripts or topics of such records and any other documents created
<br />pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all
<br />work, data, documents, proceedings, and activities related to this Agreement for a period of three
<br />(3) years from the date of final payment to Consultant under this Agreement.
<br />11. CONFIDENTIALITY
<br />If Consultant recci%cs from the City information which duC to the nature Of such
<br />infort cation is reasonably understood to be confidential and/or proprietary, Consuhant agrees that
<br />it shall not use or disclose such information except in the performance of this Agreement, and
<br />further agrees to exercise the same degree of care it uses to protect its own information of like
<br />importance, but in no event less than reasonable care. "Conlidenlial Ill fontation" shall include all
<br />nonpublic inlimnation- Conlidenlial inlirrmation includes not only wtittCn intormation, bill also
<br />intonnation amstu't'cd orally, visually, clecuonically, or by other cleans. Confidential
<br />information disclosed to either party by any subsidiary and/or agent of the outer part-v is covered
<br />by this Agreement- The foregoing ohligations of non-use and nondisclosure steal I not apply to any
<br />information that (a) has beat disclosed in publicly available sourecs; (b) is, through no fault of the
<br />Consuhanl disclosed in a publicly available SOcucc; (c) is in rightful possession of the C0113uhar1l
<br />Without an obligation of confidentiality; (d) is required to be disclosed by operation of lac; or (c)
<br />is independently developed by the Consultant without reference to information disclosed by the
<br />City.
<br />12. CONFLIC 1' OF INTERFS'I CI,AUSL
<br />Consultant covenants that it presently has no interests and shall not have interests, direct
<br />or indirect, which would conflict in any manner with performance of services specified under this
<br />Agrcctncnl-
<br />13. NON-DISCRIMINATION
<br />Consultant shall not disciminatebec.ause ollace, color, creed, religion, sex, marital status,
<br />sexual orientation, gutdu- identity, -coda- expression, guider, medical conditions, genetic
<br />iotormaticm, or military and veteran status, age, national origin, ancestry, or disability, as defined
<br />and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization,
<br />promotion, termination or other employment related activities or any services provided under this
<br />Agreement- Consultant affirms that it is an equal opportunity ciriploycr and shall comply with all
<br />applicable fccleral, stale and local laws and rCgulatiOnS-
<br />14. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City and
<br />Consultant, and super,cdes any and all other agreements, oral or written, between the parties. In
<br />the event of n conflict between the terns of this Agree meat and any attachments hereto, the terms
<br />City Council 22 — 9 4/2020211f t n
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