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<br />8.
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<br />Confidentiality All data produced or I.;umpiled by Contractor shall be considered confidellLlal unless it can be obtained as public record
<br />and shall not be shared with a third party without the prior written consent of County. All fmancial, statistical, personal, technical, and
<br />other data and information relating to the County's operations which is made available to the Contractor in order to carry out this
<br />Agreement shall be presumed to be confidential. Contractor shall protect said data and information fi"om unauthorized use and
<br />disclosure by the observance of the same or more effective procedures as the County requires of its own personnel. The Contractor shall
<br />not, however, be required by this paragraph to keep confidential any data or information which is or becomes publicly available, is
<br />already rightfully in the Contractor's possession, is independently developed by the Contractor outside the scope of the Agreement or is
<br />rightfully obtained fi"om third parties.
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<br />9.
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<br />Non-Assil!llability Contractor shall not assign this Agreement or any portion thereof to a third party without the prior written consent of
<br />County, and any attempted assignment without such prior written consent in violation of this Section shall automatically terminate this
<br />Agreement.
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<br />10. Termination of Al!reement The County Purchasing Agent may, at any time fi"om execution of Agreement, terminate this Agreement,
<br />in whole or in part, for the convenience of the County, by giving written notice specifying the effective date and scope of such
<br />termination. Termination shall be effective on a date not less than thirty days fi"om notice. In the event of termination, all fmished or
<br />unfmished documents, data, studies, maps, photographs, reports, and materials (hereafter referred to as materials) prepared by Contractor
<br />under this Agreement shall become the property of the County and shall be promptly delivered to the County. In the event of
<br />termination, Contractor shall be paid for all work satisfactorily performed until termination, except where the contracting department
<br />determines the quality or quantity of the work performed is unacceptable. Such payment shall be that portion of the full payment, which
<br />is determined by comparing the work/services completed to the work/services required by the Agreement.
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<br />11. Payment of PermitslLicenses It shall be the Contractor's responsibility to obtain any license, permit or approval required fi"om any
<br />agency for work/services to be performed at his/her own expense, prior to commencement of said work/services or forfeit any right to
<br />compensation under this Agreement.
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<br />12. Non-Discrimination No person shall be excluded fi"om participation in, denied benefits of, or be subject to discrimination under this
<br />Agreement on the basis of their race, color, religion, national origin, age, sex, sexual orientation, pregnancy, childbirth or related
<br />conditions, medical condition, mental or physical disability or veteran's status. Contractor shall ensure full compliance with federal, state
<br />and local laws, directives and executive orders regarding non-discrimination for all employees and Subcontractors under this Agreement.
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<br />13. Retention of Records Contractor shall maintain all records related to this Agreement for no less than three years after the County
<br />makes final payment or after termination of this contract and all other pending matters are closed. All records shall be subject to the
<br />examination and/or audit by agents of the County, the State of California and/or Federal grantor agencies.
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<br />14. Merl!er Clause This Agreement, mcluding Exhibit "A" attached hereto and incorporated herem by reference, constitutes the sole
<br />Agreement of the parties hereto and correctly states the rights, duties, and obligations of each party as of this document's date. Any prior
<br />agreement, prornises, negotiations, or representations between the parties not expressly stated in this document are not binding. All
<br />subsequent modifications shall be in writing and signed by the County Purchasing Agent. In the event of a conflict between the terms,
<br />conditions, or specifications set forth herein and those in Exhibit "A" attached hereto, the terms, conditions, or specifications set forth
<br />herein shall prevail. This Agreement, or facsimile proposal of the Agreement, constitutes the entire Agreement between County and
<br />Contractor. Further, liability referenced to in section 6 is limited to Contractor's negligence during the Contractor's performance under
<br />this contract.
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<br />nIlS COmlCT IS ilK VAliD UNTil SIGNED BY'IiL PARDES
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<br />¿Ç/ ê~ /¿J¿
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<br />Contractor's Signature
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<br />') /.; 3/0J
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<br />Date
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<br />Contractor's Signature
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<br />Date
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<br />Contractor's Tax J.D. number or Social Security number: qLf'" ro c>0 0
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<br />I hereby certify that the services requested are necessary, that the selection proceH-!Jcumentation is accurate, that all insurance certificates
<br />including Worker's Compensation are on file in this office, that Risk Management has approved any reductions in Contractor's insurance
<br />limits below, 00,000, and that no work will commence until this document is signed by the County Purchasing Agent. The Contractor
<br />s all fully with the non-disc' . ation . ements required by 41 CF,R¡6°-741.5(a), which is incorporated herein as if fully set
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<br />forth. ~ 'f -0--0- 1
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<br />, ounty of San Mateo Date
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<br />
<br />3J~
<br />Date
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<br />1t.r3sD ,'" (:gS~
<br />Budget Unit
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<br />Department or Division Head Approval
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<br />Distribution -1 copy to eacb: Purchasing Agent. Controller. Contractor and Department
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<br />Revised 2100
<br />Page 2 012
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