SANTA ANA HISTORICAL PRESERVATION SOCIETY (9)

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to and right to review or audit any and all such records pertinent to the administration and operation of the Grant and that said records shall be maintained in a manner to facilitate such reviews and audits. Additionally, GRANTEE shall be responsible for complying with any changes or additions to the ARPA or SLFRF regulations or requirements that would be applicable to the Grant program. 10. REPAYMENT OF GRANT FUNDS a. If GRANTEE does not use the SLFRF funds as required pursuant to this Agreement, then GRANTEE must repay the Grant award back to CITY. b. If GRANTEE ceases operations before the end of the Grant Term, GRANTEE must notify CITY immediately, complete all reporting requirements, and repay any unused portion of the Grant to CITY within thirty (30) days of business closure. C. If GRANTEE has received, or receives after time of application, other relief funding to cover duplicate operating expenses, GRANTEE must repay the Grant amount to CITY. 11. INFORMATION FOR PAYMENT GRANTEE must provide CITY its DUNS number, a W-9 Form, and Bank Routing Number (for ACFI fund transfer purposes) at the time this Agreement is executed. 12. CONFIDENTIALITY If GRANTEE receives from the CITY information, which due to the nature of such information is reasonably understood to be confidential and/or proprietary, GRANTEE 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 Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the GRANTEE disclosed in a publicly available source; (c) is in rightful possession of the GRANTEE without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the GRANTEE without reference to information disclosed by the CITY. 13. CONFLICT OF INTEREST GRANTEE covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement, as detailed in 2 CFR 200.318(c).