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EXHIBIT "C" GENERAL TERMS AND CONDITIONS 3.0 OWNERSHIP OF MATERIALS, CONFIDENTIALITY. a. Agency Data. CONSULTANT acknowledges that the data provided by the CITY ("Agency Data") during the course of this Agreement is the property of the CITY. CITY authorizes CONSULTANT to access, import, process and generate reports from the Agency Data with its various proprietary systems. No confidential or otherwise sensitive information will be released. If appropriate, at the termination of this Agreement the Agency Data will be made available to the CITY in a format acceptable to both the CITY and CONSULTANT. b. Proprietary Information. As used herein, the term "proprietary information" means any information which relates to CONSULTANT's software systems, audit processes or related services, techniques, or general business processes. CITY shall hold in confidence and shall not disclose to any other party any CONSULTANT proprietary information in connection with this Agreement, or in any other manner learned or obtained by the CITY in connection with this Agreement, whether through CONSULTANT's collaborative training of CITY staff, or otherwise. The obligations imposed by this Paragraph shall survive any expiration or termination of this Agreement. The terms of this section shall not apply to any information that is public information. 3-1.0 OPTIONAL SERVICES Optional services beyond the scope of this Agreement are available at CONSULTANT's hourly rates in effect at the time service is requested. CONSULTANT will provide CITY, a Statement of Work specifying the scope, timeline, and cost for the requested service. Depending on the personnel assigned to perform the work, CONSULTANT's standard hourly rates range between $75 and $275 per hour. 3-2.0 MISCELLANEOUS EXPENSES CONSULTANT will notify the CITY of any miscellaneous expenses and request authorization to proceed. CONSULTANT will not be reimbursed for any miscellaneous expenses unless authorized by the CITY. Miscellaneous expenses may include travel, lodging and meal expenses, and other expenses which are above and beyond the ordinary expenses associated with performance of this Agreement a set forth in Exhibit "B". 3.3.0 PRICING ADJUSTMENTS All pricing listed in this Agreement will be honored during initial implementation of the services. Any additional/optional services needed after services are active will be provided using the pricing currently established at the time the service is requested. 3-4.0 LICENSE, PERMITS, FEES AND ASSESSMENTS CONSULTANT shall obtain such licenses, permits and approvals (collectively the "Permits") as may be required by law for the performance of the services required by this 11