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XIH. MODIFICATION/TERMINATION: This MOU, along with all exhibits thereto, <br />constitutes the entire agreement between the parties. This MOU may be modified, <br />altered, revised, extended or renewed by mutual written consent of the parties, by the <br />issuance of a written amendment, signed and dated by all parties. Updates to the <br />budget and goals shall be made annually by the W/O/R/K Center, with approval of <br />the SAWIB. Participation in this MOU may be terminated by giving no less than <br />thirty (30) calendaz days' prior written notice of intent to terminate to the other party. <br />XIV. ASSIGNABILITY: None of the duties of, or work to be performed by, any of the <br />parties hereto shall be subcontracted or assigned to any agency, consultant, or person <br />without the prior written consent of each party hereto. All subcontracts and other <br />agreements that relate to this MOU must be submitted and reviewed by each party <br />hereto. <br />XV. RECORDS RETENTION: All accounting records and evidence pertaining to all <br />costs related to this MOU and all documents related to this MOU shall be kept <br />available for the duration of this Agreement and thereafter for three (3) years after <br />completion of an audit. Records which relate to (a) complaints, claims, <br />administrative proceedings or litigation arising out of the performance of this MOU, <br />or (b) costs and expenses of this MOU to which the W/O/R/K Center, the State of <br />California or the United States Government take exception, shall be retained beyond <br />the three (3) years until resolution of disposition of such appeals, litigation, claims, or <br />exceptions. The W/O/R/K Center shall provide the U.S. Department of Labor and the <br />Controller General, by and through any authorized representative, as well as the WIB <br />Administrative Office, access to and the right to examine all records, books, papers or <br />documents relating to the accounting and use of funds under this Agreement for a <br />three-year period from and after the effective date of this Agreement. <br />XVI. PATENT, COPYRIGHTS AND RIGHTS IN DATA. The One-Stop Partners <br />and/or the SAWIB will disclose to the City any invention, written product, computer <br />program developed or data assembled as a result of performance of work under this <br />Agreement within seventy-four (74) days of invention, development or assembly. <br />The City, State of California, and U.S. Department of Labor (DOL) will have the <br />right to patent any invention and copyright any written product or computer program <br />or data generated by any of the One-Stop Partners, subcontractors, and/or the <br />SAWIB. Upon written request, all pertinent information, specifications and right, <br />title and interest shall be transferred to the designated agency. Each One-Stop Partner <br />shall be notified of the City's requirements and regulations pertaining to patent rights <br />with respect to any discovery or invention which arises or is developed in the course <br />of or under any contract with the W/O/R/K Center. <br />XVII. INVENTIONS, PATENTS AND COPYRIGHTS <br />A. Reporting Procedure. If any project produces patentable items, patent rights, <br />processes, or inventions in the course of work under a U.S. Department of Labor (DOL) <br />grant or agreement, the One-Stop Partner/SAWIB shall report the fact promptly and fully <br />3 <br />25G-5