FULL AGENDA PACKET 2021-06-15 - Laserfiche WebLink

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the City for a minimum period of three (3) years, or for any lonucr pa-iod required by law, fi-onn the due of final pa-ytnenl to Consultant under this Agreement- All such records and invoices shall be clearly ide tilinble. Consultant shall allow a represeitative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of' three (3) years float the date of final payment to Consultant under this Agrccnrcrrt. 11. CONFIDENTIALITY Tf Consultant receives from the City information which due to the nature of such infotntation is reasonably understood to be confidential and/or proprietary, Consulant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential hnRnrnnation" shall include all nonpublic information. Confidential infirrnnatiun includes not only "titre, information, bill also intormatiim transferred orally, visually, clecuonically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the outer part-v is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has bean disclosed in publicly available sotu-ecs; (b) is, tlu-ough no fault of the Consrdtull disclosed in a publicly available sotu-cc; (e) is in rightful possession of the C0113uhar1l without an obligation of confidentiality: (d) is required to be disclosed by operation of law; or (c) is independently developed by the Consultant without reference to information disclosed by the City. 12. CON FOFI OF INTEREST CLAUSE Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing, and shall be deemed to be properly given if delivered in petsnn or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: (714) 647-6956 City Council 26 — 60 6/15/2021 Pagc 5 ul'8