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charged to the City for a minimum pciiod of three (3) years, or for any longer period requil-Cd by
<br />law, koln the date of linal payment to Consultant under this Agreement- All such records and
<br />iuvuiccs shall be cleanly identifiable. Cunsrdtant shall allow it rcprCsattattivc ill' the City to
<br />exarttine, audit, and make transetipts or copies of such records and any other documents created
<br />pursuant to this Agreement during regular business hours. Consultant shall allow inspection ofall
<br />work, data, doenrllents, proceedings, and activities related to this Agreement fin- a period of three
<br />(3) ycar:s from the date of final payment to Consultant undo this Agreement.
<br />10. CONFIDENTIALITY
<br />Tf Consultant receives h-om the City information tifiich due to the nature of such
<br />information is reasonably understood to be confidential and/or proprietary, Consuhant agrees that
<br />it shall not use or disclose such information except ill the perforniauce of this Agreement, and
<br />htrthcr agrees to exercise the same degree of care it uses to protect its own information of like
<br />impor(ance, bill in no event less Lhan reasonable care. `Confidential fidormation" shall include all
<br />nonpublic infra -Illation. Ccmfidential infbt-rnation includes not only written information, but also
<br />infornation uansfcrred orally, visually, clectionically, ca- by other means. Confidential
<br />information disclosed to eilier party by any subsidiary and/or agent of the other party is covered
<br />by this Agreement. The foregoing oblig.)tions of non-use and nondisclosure shah I not apply to any
<br />information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the
<br />Consullanl disclosed in a publicly available sotuee; (c) is in rightful possession of the Consultant
<br />without au obligation ul'cunlidcntiality, (d) is ruluired to be disclused by operation of law; ur (c)
<br />is independently developed by the Consultant without reference to information disclosed by the
<br />G ly.
<br />11. CONF'I.IC F OF' INTF;RF:S'I CLAUSE
<br />Consultant covenants that it presently has no interests and shall not have interests, direct
<br />or indirect, which would Conflict in any manner with performance of services specified under this
<br />Agreement.
<br />12. NON-DISCRIMINATION
<br />(:onsullanl shall not dkCruninale because oll-ace, color, creed, religion, sex, marilal oaltio,
<br />sexual orientation, gender- idaitity, gender expression, gender, medical conditions, genclic
<br />intorntation, or military and veteran status, agc, national origin, anecsuy, or disability, as defined
<br />and prohibited by applicable law, in the recruiunent, selection, teaching, training, utilization,
<br />prnnuttion, termination or other employment related activities or any services provided under this
<br />Agreement. C'onultant affirms that it is an equal opportunity employer and shall comply with all
<br />applicable federal, state and local law; and regulations-
<br />13. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exClusive statement between the City and
<br />Consultant, and supersede, any and all other agrce merits, oral or written, bcrwccrt the parties. Tn
<br />the evenl of a conflict between the terms of this Agreement and any auachrnems hereto, ttrc terms
<br />City Council 22 — 119 6/1 M1uf 9
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