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ua 6 7 a 9 1.0 11 12 13 14 15 16 17 18 19 20 21 23 1 24 1 25 t 26 27 p 28 0 C. 11 13 immediately upon discovery that it has not abided or no longer will abide by any applicable provision Of Attac1unents A, B and C hereto. 9. SUBGRANTPE and COUNTY shall be subject to examination and audit by the State Auditor with respect to this Agreement for a period of three years after final payment hereunder, 10, No alteration or variation of the terms of this Agreement shall be valid unless made writing and signed by duly authorized representatives of the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto, 11, SUBGRANTEE may not assign this Agreement in whole or in part without the express written consent of COUNTY. 12. For a period of three years after final payment hereunder or until all claims related to this Agreement are finally settled, whichever is later, SUBGRANTEE shall preserve and maintain 411 documents, papers and records relevantt to the work performed or property or equipment acquired in accordance with this Agreement, including Attachments A, B and C hereto, For the same time period, SUBGRANTEE shalt make said documents, papers and records available to COUNTY and the agency fiam which COUNTY received grant fiends or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or offthe premises of SUBGRANTEE, upon request during usual working hours. 13. SUBGRANrEB shall provide to COUNTY all records and information requested by COUNTY for inohisian in quarterly reports and such other reports or records as COUNTY may be 'equired to provide to the agency from Which COUNTY received grant funds or other persons or agencies. 14. COUNTY may terminate this Agreement and be relieved of the payment to WBGRANTEE if a) SUBGRANTE'F fails to perform any of the covenants contained in this Agreement, n0luding Attachments A, B and C hereto, at the time and in the matter herein provided, or b) COUNTY )scs funding under the grant. In the event of termination, COUNTY may proceed with the work in any tannor deemed proper by COUNTY, 15, SUBGRANTEE and its agents and employees shall act in an independent capacity in the ,rformance of this Agreement, including Attachments A, B and C hereto, and shall not be considered ficers, agents or employees of COUNTY or of the agency from which COUNTY received grant funds, 7DA; 97o67 >meland Security Gram program gip, o'nent of 13omeland Sacurlty Page 3 of 4 55B -7