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8. Confidentialitv. All data produced or compiled by Contractor shall be considered confidential unless it can be obtained as
<br />public record and shall not be shared with a third party without the prior written consent of County. All financial, statistical,
<br />personal, technical, and other data and information relating to the County's operations which is made available to Contractor
<br />in order to carry out this Agreement shall be presumed to be confldential. Contractor shall protect said data and information
<br />from unauthorized use and disclosure by the observance of the same or more effective procedures as the County requires
<br />of its own personnel. Contractor shall not, however, be required by this Section to keep confldential any data or information
<br />which is or becomes publicly available, is already rightfully in Contractor's possession, is independently developed by
<br />Contractor outside the scope of the Agreement, or is rightfully obtained from third parties. The requirements of this Section
<br />shall survive termination of this Agreement.
<br />9. Non-Assiqnabilitv. Contractor shall not assign this Agreement or any portion thereof to a third party without the prior
<br />written consent of County, and any attempted assignment without such prior written consent in violation of this Section shall
<br />automatically give County the option to terminate this Agreement without notice.
<br />10. Termination of Aqreement. The County Purchasing Agent may, at any time after execution of Agreement, terminate this
<br />Agreement, in whole or in part, for the convenience of the County by giving written notice specifying the effective date and
<br />scope of such termination. Termination shall be effective on a dãte-nót leJs than thirty (30) Oayé trðm said notice. ln the
<br />event of termination, all finished or unfinished documents, data, studies, maps, photographs, reports, and materials
<br />prepared by Contractor under this Agreement shall become the property of County and shall be promptly delivered to
<br />County. ln the event of termination, Contractor shall be paid for all work satisfactorily performed through the date of
<br />termination except where the contracting department determines the quality or quantity of the work performed is
<br />unacceptable. Such payment shall be that portion of the full payment which is determined by comparing the work/services
<br />completed to the work/services required by the Agreement. County may immediately terminate this Agreement based upon
<br />unavailability of Federal, State, or County funds by providing written notice to Contractor as soon as is reasonably possible
<br />after County learns of said unavailabílity of funding.
<br />I l. Pavment of Permits/Licenses. Contractor bears responsibility to obtain any license, permit, or approval required from any
<br />agency for work/services to be performed under this Agreement at Contractor's own expense prior to commencement of
<br />said worUservices. Failure to do so will result in forfeit of any right to compensation under this Agreement.
<br />12. Non-Discrimination. No person shall be denied any services provided pursuant to this Agreement (except as limited by
<br />the scope of services) on the grounds of race, color, national origin, ancestry, age, disability (physical or mental), sex,
<br />sexual orientation, gender identity, marital or domestic partner status, religion, political beliefs or affiliation, familial or
<br />parental status (including pregnancy), medical condition (cancer-related), military service, or genetic information. Contractor
<br />shall ensure full compliance with federal, state, and local laws, directives, and executive orders regarding non-discrimination
<br />for all employees and Subcontractors under this Agreement. Contractor shall comply fully with the non-discrimination
<br />requirements of 41 CFR 60-741.5(a), which is incorporated herein as if fully set forth.
<br />Violation of the non-discrimination provisions of this Agreement shall be considered a breach of this Agreement and subject
<br />Contractor to penalties, to be determined by the County Manager, including but not limited to: i) termination of this
<br />Agreement; ii) disqualification of Contractor from bidding on or being awarded a County contract for a period of up to 3
<br />years; iii) liquidated damages of $2,500 per violation; and/or iv) imposition of other appropriate contractual and civil
<br />remedies and sanctions, as determined by the County Manager.
<br />To effectuate the provisions of this Section, the County Manager shall have the authority to examine Contractor's
<br />employment records with respect to compliance with this Section and/or set off all or any portion of the amount
<br />described in this Section against amounts due to Contractor under the Agreement or any other contract with County.
<br />Contractor shall report to the County Manager the filing by any person in any court of any complaint of discrimination or the
<br />filing by any person of any and all charges with the Equal Employment Opportunity Commission, the Fair Employment and
<br />Housing Commission, or any other entity charged with the investigation of allegations within 30 days of such filing, provided
<br />that within such 30 days such entity has not notified Contractor that such charges are dismissed or otherwise unfòunded.
<br />Such notification shall include the name of the complainant, a copy of such complaint, and a description of the
<br />circumstance. Contractor shall provide County with a copy of its response to the Complaint when filed.
<br />Contractor shall comply with Section 504 of the Rehabilitation Act of 1973, as amended, which provides that no otherwise
<br />qualified handicapped individual shall, solely by reason of a disability, be excluded from the participation in, be denied the
<br />benefits of, or be subjected to discrimination in the performance of this contract. This paragraph applies only to contractors
<br />who are providing services to members of the public under this Agreement.
<br />REV: 09-04-14 MLG
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<br />ATTY/AGR/2014.163/COUNTY OF SAN MATEO
<br />7.1.B. - Page 6
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