ORANGE, COUNTY OF (6)-2009 - Laserfiche WebLink

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3. PAYMENT OF PROJECT COST Projects will be paid out of Fund 828. County will process progress payments in advance on an estimated percent completion basis in order to ensure that City will have on hand, funds required to pay Sentry as County approves actual completion of work reflected in Sentry payment invoices. Upon receipt of Sentry invoice, City will deliver a copy to County. County will review invoices to ensure Sentry is paid only for completed work. Payments to City will be processed as regular monthly City billing to County billing for Civic Center Fund 828 costs. City will, on receipt of funds from the Civic Center Parking Maintenance Fund and approval of Progress payment by County, promptly issue payment on approved Sentry invoices. 4. REPRESENTATIVES City Representative: The Santa Ana City Manager, or an authorized designee, shall be City's representative in all matters pertaining to this MOU. County Representative: The Director of OC Public Works, or an authorized designee, shall be County's representative in all matters pertaining to this MOU. 5. TERM This MOU shall commence on the date first written above and terminate upon final acceptance of the Projects by County, unless terminated earlier in accordance with Section 11 below. Equipment shall be installed in accordance with the schedule set forth in Exhibit D. 6. CONFIDENTIALITY If any party receives from another party, information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, the receiving party agrees that it shall not use or disclose such information except in the performance of this MOU, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this MOU. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the receiving party disclosed in a publicly available source; (c) is in rightful possession of the receiving party without an obligation of confidentiality; (d) is required to be disclosed by 3