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<br />Docusign Envelope ID: 6DA6840A-CBC0-4053-80F1-F219D97CE273 <br />MOU No. :M-017-25 <br />SCAG Project/OWP No. :305.4927.03 <br />of termination and is not liable for any expenses after termination. In such event, all finished or <br />unfinished Work Products shall be provided to SCAG. <br />c. Termination for Cause. If through any cause, SCAG or one of the Recipients shall fail to timely and <br />adequately fulfill its obligations under this MOU, or if SCAG or one of the Recipients violates any <br />of the covenants, terms, or stipulations of this MOU, the non-breaching Party shall thereupon have <br />the right to terminate the MOU by giving not less than ten (10) calendar days written notice to the <br />breaching Party of the intent to terminate and specifying the effective date thereof. The non- <br />breaching Party shall provide a reasonable opportunity for the breaching Party to cure prior to <br />termination. In no event shall such opportunity to cure extend beyond the term of the MOU. In the <br />event that SCAG invokes this termination for cause provision, Recipients shall reimburse SCAG <br />for all funds provided for the Project and all finished or unfinished Work Products shall be <br />provided to SCAG at its option. <br />18. Records Retention <br />a. Recipients shall maintain and make available, in accordance with Section 19 of this MOU, allIn Processsource documents, books and records connected with the Project, documentation of its normal <br />procurement policy and competitive procurement bid process and completed procurements related <br />to the Project, all work performed under this MOU, all evidence of environmental clearance, and <br />evidence demonstrating the funding was used for the appropriate purposes for a minimum of five <br />(5) years after December 31, 2026. Wherever practicable, such records should be collected, <br />transmitted, and stored in open and machine-readable formats. <br />b. If any litigation, claim, negotiation, audit, monitoring, inspection, or other action has been started <br />before the expiration of the required record retention period, all records shall be retained and made <br />available by Recipients for five (5) years after: (a) the conclusion or resolution of the matter; (b) <br />the date an audit resolution is achieved for each annual SCAG OWP; or (c) December 31, 2026, <br />whichever is later. <br />19. Monitoring and Audits <br />a. SCAG may monitor expenditures and activities of Recipients as SCAG deems necessary to ensure <br />compliance with the MOU, the Statutes, the REAP 2.0 Guidelines and the Program Guidelines. <br />b. At any time during the term of this MOU, SCAG, HCD, the California Department of General <br />Services, the California Bureau of State Audits, or their designated representatives may perform <br />or cause to be performed a financial audit of any and all phases of the Project. At their request, <br />Recipients shall provide, at its own expense, a financial audit prepared by an independent certified <br />public accountant. <br />c. Recipients agree that SCAG, HCD, the California Department of General Services, the California <br />Bureau of State Audits, or their designated representatives shall have the right to review, obtain, <br />and copy all records and supporting documentation related to the performance of this MOU. <br />Recipients agree to provide any relevant information requested. Copies shall be made and <br />furnished to SCAG upon request at no cost to SCAG. <br />Page 15