Item 18 - Agreements for Urban Area Security Initiative Grant Training Agreements

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examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 11.CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such infornnation except in the perfoimance of this Agreement, and fuither agrees to exercise the same degree of care it uses to protect its own infoimation of like importance, but in no event less tlian reasonable care. "Confidential Information" sliall include all nonpublic infornnation. Confidential infoimation includes not only written infoimation, but also information transferred orally, visually, electronically, or by other means. Confidential infoimation disclosed to either paity by any subsidiary and/or agent of the other party is covered by tis Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any infornnation that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 12.CERTIFICATIONS The funds used to pay for this Agreement will be partly comprised of federal grant 'Junds. Contractor agrees and understands that it will comply with the teims of the Certifications attached hereto as Attachment A-Proposer's Ceitification, Proposal Pricing, Attachment B-References, Attachment C-Proposer's Statement, Attachment D-Non-Collusion Affidavit, Attachment E- Non-Lobbying Certification, Attachment F-Non-Discrimination Ceitification, Attachment G- SAM.GOV EUI Verification, Attachment H-Certification Regarding Debaiment, Suspension, Ineligibility and Voluntary Exclusion Lower Tier Covered Transactions, incorporated by reference into this Agreement. Contractor may be referenced as Contractor, Paiticipant or Proposer in Attachments A-H. Contractor shall keep itself infoimed of all City, State and Federal laws and regulations which may, in any manner, affect the perfornnance of it services pursuant to tis Agreement. Contractor shall at all times, observe and comply with all such laws and regulations. City and its officers and employees shall not be liable at law or in equity by reason of the failure of the Contractor to comply with this paragraph. 13.CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with perfoimance of services specified under this Agreement.