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16. AUDIT AND INSPECTION OF RECORDS Consultant shall provide City, the FHWA, Caltrans or other agents of the City, such access to Consultant's accounting books, records, payroll documents and facilities of the Consultant which are directly pertinent to this Agreement for the purposes of examining, auditing and inspecting all accounting books, records, work data, documents and activities related hereto. Consultant shall maintain such books, records, data and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during Consultant's performance hereunder and for a period of three (3) years from the date of final payment by City. Consultant shall permit any of the foregoing parties to reproduce documents by any means whatsoever or to copy excerpts and transcriptions as reasonably necessary. 17. AUDIT REVIEW PROCEDURES a. Any dispute concerning a question of fact arising under an interim or post audit of this contract that is not disposed of by agreement, shall be reviewed by the Executive Director of the Public Works Agency. b. Not later than 30 days after issuance of a final audit report, the Consultant may request a review of unresolved audit issues by the City's Chief Financial Officer. Such request shall be made in writing. C. The filing or review of an audit dispute will not excuse the Consultant from full and timely performance of this Agreement. 18. SUBCONTRACTING Consultant shall perform all work contemplated in its Proposal, and no work pursuant to this Agreement shall be subcontracted without the written authorization by City, except that work expressly identified in Consultant's Proposal. Any subcontract in excess of $25,000 shall contain all the provisions of this Agreement which are applicable to subcontractors. 19. FORCE MAJEURE Either party shall be excused from performing its obligations under this Agreement during the time and to the extent that it is prevented from performing by an unforeseeable cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God; commandeering of material, products, plants or facilities by the federal, state or local government; national fuel shortage; or a material act or omission by the other party; when satisfactory evidence of such cause is presented to the other party, and provided further that such nonperformance is unforeseeable, beyond the control and is not due to the fault or negligence of the party not performing. 20. COST PRINCIPALS a. Consultant agrees that the Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine the allowability of cost individual items.