Agmt11 County of San Mateo-Stormwater Inspection and Follow up Services

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5. Amendment of A¢reement and Merser Clause This Agreement, including the Exhibits attached hereto and incorporated herein by reference, constitutes the sole Agreement of the parties hereto and correctly states the rights, duties, and obligations of each party as of this document's date. In the event that any term, condition, provision, requirement or specification set forth in this body of the agreement conflicts with or is inconsistent with any term, condition, provision, requirement or specification in any exhibit and/or attachment to this agreement, the provisions of this body of the agreement shall prevail. Any prior agreement, promises, negotiations, or representations between the parties not expressly stated in this document are not binding. All subsequent modifications shall be in writing and will become effective when signed by both parties. . 6. Records A. The County agrees to provide to City and to any Federal or State regulators or their authorized agents having auditing or record reviewing authoriry, and to City's authorized representatives and/or its appropriate audit agencies upon reasonable notice, access to, and the right to examine and audit, all records and documents necessary to determine compliance with relevant Federal, State, and local statutes, rules, regulations, and the MRP and the terms and conditions hereof, and to evaluate the quality, appropriateness and timeliness of services performed. B. T'he County shall maintain and preserve all records relating to this Agreement in its possession and those of any third party performing work related to this Agreement for a period of three (3) years from the termination of this Agreement. 7. Assienabilitv City shall not assign this Agreement or any portion thereof to a third party or subcontract with a third party to perform any act required under this Agreement without the prior written consent of County. This does not include any activities conducted by City staff or its agents or contractors to supplement or assist the County's activities covered by this Agreement. Any other such assignment or subcontract without the County's prior written consent shall give County the right, in addition to other remedies provided by law, to automatically and immediately terminate this Agreement. 8. Notices Any written notice, request, demand or other communication required or permitted hereunder shall be deemed to be properly given when deposited with the United States Postal Service, postage prepaid, or when transmitted by email communication, addressed: In the case of County, ta Dean D. Peterson, Director Environmental Health Services Division 2000 Alameda de las Pulgas, Suite 100 San Mateo, CA 94403 EmaiL• dpeterson@co.sanmateo.ca.us 3 ,.