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(b) City has determined that the funds provided hereunder have been, <br /> <br /> or are being, used for purposes other than those described in <br /> Exhibits A and B. <br /> <br />In either of the foregoing circumstances, City shall give Contractor not <br />less than five (5) days' prior written notice of termination. <br /> <br /> Nothing contained in this paragraph shall be deemed to limit the right of <br />the parties to terminate this Agreement for cause or otherwise to exercise any <br />right or pursue any remedy which may accrue to them. <br /> <br /> 9. Audit; Monitoring. City may audit the records and accounts of <br />Contractor for the purpose of verifying expenditures by Contractor of funds <br />provided hereunder or verifying statements or analyses made or provided by <br />Contractor hereunder. Contractor shall respond to, and comply with, any audit <br />exception made or taken by City or appropriate federal agencies relating to <br />Contractor's performance or failure to perform hereunder. Contractor shall pay <br />City the full amount owing to City or to the United States Government <br />determined to be owing as a result of any such audit exception. <br /> <br /> City shall monitor Contractor's Program and expenditures made <br />pursuant to this Agreement quarterly to verify Contractor's compliance with this <br />Agreement and local and federal contract requirements. <br /> <br /> 10. Contractor's Status. In the performance of the obligations set forth <br />in this Agreement, Contractor shall have the status of an independent <br />contractor and shall not be deemed to be an employee, agent, or officer of City. <br /> <br />Agrnt-038 5 <br />G:~shamd~Redwood\Council <br />FX$:djk <br />10/27/97 <br /> <br /> <br />