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Sub Agreement between RSCCD and City of Santa Ana SUBCONTRACTOR agrees that the services provided hereunder are rendered in its capacity as an independent contractor and that it is not in any way an agent of RSCCD, nor shall its employees be entitled to any personnel benefits of RSCCD whatsoever. 11. Subcontract Assi nment Unless specifically noted in the Scope of Work (Exhibit A), none of the duties of, or work to be performed by, SUBCONTRACTOR under this Agreement shall be sub -contracted or assigned to any agency, consultant, or person without the prior written approval by RSCCD. No subcontract or assignment shall terminate or alter the legal obligation of SUBCONTRACTOR pursuant to this Agreement. SUBCONTRACTOR shall insure that all subcontracts for services and contracted staff are procured in a manner consistent with state SUBCONTRACTOR guidelines, SUBCONTRACTOR shall itemize all sub -contractor and contracted staff costs in the budget so it is clear how the funds will be allocated and spent by SUBCONTRACTOR. By entering into this Agreement SUBCONTRACTOR agrees that it is the direct provider of the intended services. Upon request, SUBCONTRACTOR shall submit to RSCCD copies of all sub- contracts for services and contracted staff, and other agreements, as well as documentation indicating the approving authority's approval, that relate to this Agreement. 12. Mules for Deliverables (a) Any document or written report prepared in whole or in part by Parties shall reference the funding source (Basic Skills and Student Outcomes Transformation Program) relating to the preparation of such document or written report. (b) All products resulting from this Agreement or its subcontracts in whole or in part shall reference the California Community Colleges, Chancellor's Office and the specific funding source (Basic Skills and Student Outcomes Transformation Program). (c) All references to the project shall include the phrase, "funded in part by the California Community Colleges, Chancellor's Office," 13, Record Keeoinu SUBCONTRACTOR agrees to maintain project records for possible audit for a minimum of five (5) years after final payment or until any audit findings have been resolved, unless a longer period of records retention is stipulated. 14. Audit SUBCONTRACTOR agrees that RSCCD, the PRIME SPONSOR, the Bureau of State Audits, any other appropriate state or federal oversight agency, or their designated representative(s), shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. SUBCONTRACTOR agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, SUBCONTRACTOR agrees to include a similar right of RSCCD, the PRIME SPONSOR, the Bureau of State Audits, any other appropriate state or federal oversight agency, or their designated representative(s) to audit records and interview staff in any subcontract related to the performance of this Agreement, Agreement #DO -17-2058-01 Basic Skills & Student Outcomes Transformation Program Grant 415-068-035 Page 3 of 20A-5