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and make transcripts or copies of such records and any other documents created pursuant to this <br />Agreement during regular business hours. Provider shall allow inspection of all work, data, <br />documents, proceedings, and activities related to this Agreement for a period of three (3) years <br />from the date of final payment to Provider under this Agreement. <br />8. CONFIDENTIALITY <br />If Provider received froin the City information which due to the nature of such <br />information is reasonably understood to be confidential and/or proprietary, Provider agrees that it <br />shall not use or disclose such information except in the performance of this Agreement, and <br />further agrees to exercise the same degree of care it uses to protect its own information of like <br />importance, but in no event less than reasonable care. "Confidential Information" shall include <br />all nonpublic information. Confidential information includes not only written information, but <br />also information transferred orally, visually, electronically, or by other means. Confidential <br />information disclosed to either party by any subsidiary and/or agent of the other party is covered <br />by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to <br />any information that (a) has been disclosed in publicly available sources; (b) is, through no fault <br />of the Provider disclosed in a publicly available source; (c) is in rightful possession of the <br />Provider and disclosed without an obligation of confidentiality; (d) is required to be disclosed by <br />operation of law; or (e) is independently developed by the Provider without reference to <br />information disclosed by the City. <br />9. CONFLICT OF INTEREST CLAUSE <br />Provider covenants that it presently has no interest and shall not have interests, direct or <br />indirect, which would conflict in any manner with performance of services specified under this <br />Agreement. <br />10. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in person or <br />mailed by first class or certified mail, postage prepaid, sent by fax or other telegraphic <br />eommimication in the manner provided in this Section, to the following persons: <br />To City: City of Santa Ana <br />Community Development Agency (M-25) <br />20 Civic Center Plaza <br />P.O. Box 1988 <br />Santa Ana, California 92702-1988 <br />With copy to: Executive Director of Parks, Recreation and Coimnunity Services <br />City of Santa Ana <br />26 Civic Center Plaza (M-23) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />Page 4 of 8 <br />