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<br />1 9. SUB GRANTEE and COUNTY shall be subject to examination and audit by the State <br />2 Auditor General with respect to this Agreement for a period of three years after final payment <br />3 hereunder. <br />4 10. SUB GRANTEE agrees to indemnifY, defend and save harmless COUNTY and the <br />5 agency from which COUNTY received grant funds, and their officers, agents and employees from any <br />6 and all claims and losses accruing or resulting to any and all contractors, subcontractors, laborers, and <br />7 any other person, firm or corporation furnishing or supplying work, services, materials or supplies in <br />8 connection with SUBGRANTEE's performance of this Agreement, including Attachments A, B, C, D <br />9 and E hereto, and from any and all claims and losses accruing or resulting to any person, firm, or <br />10 corporation who may be injured or damaged by SUB GRANTEE in the performance of this Agreement, <br />11 including Attachments A, B, C, D and E hereto. <br />12 11. No alteration or variation of the terms of this Agreement shall be valid unless made in <br />13 writing and signed by duly authorized representatives of the parties hereto, and no oral understanding or <br />14 agreement not incorporated herein shall be binding on any ofthe parties hereto. <br />15 12. SUB GRANTEE may not assign this Agreement in whole or in part without the express <br />16 written consent of COUNTY. <br />17 13. For a period of three years after final payment hereunder or until all claims related to <br />18 this Agreement are finally settled, whichever is later, SUBGRANTEE shall preserve and maintain all <br />19 documents, papers and records relevant to the work performed or property or equipment acquired in <br />20 accordance with this Agreement, including Attachments A, B, C, D and E hereto. For the same time <br />21 period, SUB GRANTEE shall make said documents, papers and records available to COUNTY and the <br />22 agency from which COUNTY received the grant funds or their duly authorized representative(s), for <br />23 examination, copying, or mechanical reproduction on or off the premises of SUBGRANTEE, upon <br />24 request, during usual working hours. <br />25 14. SUB GRANTEE shall provide to COUNTY all records and information requested by <br />26 COUNTY for inclusion in quarterly reports and such other reports or records as COUNTY may be <br />27 required to provide to the agency from which COUNTY received grant funds or other persons or <br />28 agencIes. <br /> <br />Sheriff 2005 <br /> <br />Page 3 of5 <br />