FRIDA CINEMA, THE (6) - Laserfiche WebLink

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9. RECORDS Theater shall beep records and invoices in connection with the work to be performed under this Agreement. Theater shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Theater under this Agreement. All such records and invoices shall be clearly identifiable. Theater shall allow a representative 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. Theater shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three(3) years from the date of final payment to Theater under this Agreement. 10. CONFIDEN)PIALITY If Theater receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Theater 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 Theater disclosed in a publicly available source; (c) is in rightful possession of the Theater without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Theater without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE a. Theater 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. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City's Municipal Code,whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Theater or have any other direct or indirect financial benefit or interest in this Agreement. c. The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any Ca1PERS retiree as authorized by City Council resolution Page 5 of 9