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GTC 610 <br />EXHIBIT C <br />GENERAL TERMS AND CONDITIONS <br />1. APPROVAL: This Agreement is of no force or effect until signed by both parties and <br />approved by the Department of General Services, if required. Grantee may not <br />commence performance until such approval has been obtained. <br />2. EFFECTIVE DATE: Effective date means either the start date or the approval date by <br />the Department of General Services (DGS), whichever is later. In cases where DGS <br />approval is not required, this Agreement is of no force or effect until the date of the last <br />DBW signature. No work shall commence until the effective date. <br />3. AMENDMENT: No amendment or variation of the terms of this Agreement shall be <br />valid unless made in writing, signed by the parties and approved as required. No oral <br />understanding or Agreement not incorporated in the Agreement is binding on any of the <br />parties. <br />4. ASSIGNMENT: This Agreement is not assignable by the Grantee, either in whole or <br />in part, without the consent of the State in the form of a formal written amendment. <br />5. AUDIT: Grantee agrees that the awarding department, the Department of General <br />Services, the Bureau of State Audits, or their designated representative shall have the <br />right to review and to copy any records and supporting documentation pertaining to the <br />performance of this Agreement. Grantee agrees to maintain such records for possible <br />audit for a minimum of three (3) years after final payment, unless a longer period of <br />records retention is stipulated. Grantee agrees to allow the auditor(s) access to such <br />records during normal business hours and to allow interviews of any employees who <br />might reasonably have information related to such records. Further, Grantee agrees to <br />include a similar right of the State to audit records and interview staff in any subcontract <br />related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code <br />§ 10 115 et seq., CCR Title 2, Section 1896). <br />6. INDEMNIFICATION: Grantee agrees to indemnify, defend and save harmless the <br />State, its officers, agents and employees from any and all claims and losses accruing or <br />resulting to any and all contractors, subcontractors, suppliers, laborers, and any other <br />person, firm or corporation furnishing or supplying work services, materials, or supplies <br />in connection with the performance of this Agreement, and from any and all claims and <br />losses accruing or resulting to any person, firm or corporation who may be injured or <br />damaged by the subcontractor or Grantee in the performance of this Agreement. <br />7. DISPUTES: Grantee shall continue with the responsibilities under this Agreement <br />during any dispute. <br />8. TERMINATION FOR CAUSE: The State may terminate this Agreement and be <br />relieved of any payments should the Grantee fail to perform the requirements of this <br />Agreement at the time and in the manner herein provided. In the event of such <br />termination the State may proceed with the work in any manner deemed proper by the <br />