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Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no <br /> obligation to reimburse Contractor for any otherwise reimbursable expenses incurred <br /> during the extension period. <br /> 8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the <br /> Parties. <br /> 8.4 Assignment and Subcontracting. City and Contractor recognize and agree that this <br /> Agreement contemplates personal performance by Contractor and is based upon a <br /> determination of Contractor's unique personal competence, experience, and specialized <br /> personal knowledge. Moreover, a substantial inducement to City for entering into this <br /> Agreement was and is the professional reputation and competence of Contractor. <br /> Contractor may not assign this Agreement or any interest therein without the prior written <br /> approval of the Contract Administrator. Contractor shall not subcontract any portion of the <br /> performance contemplated and provided for herein, other than to the subcontractors noted <br /> in the proposal, without prior written approval of the Contract Administrator. <br /> 8.5 Survival. All obligations arising prior to the termination of this Agreement and all <br /> provisions of this Agreement allocating liability between City and Contractor shall survive <br /> the termination of this Agreement. <br /> 8.6 Options upon Breach by Contractor. If Contractor materially breaches any of the terms <br /> of this Agreement, City's remedies shall include, but not be limited to, the following: <br /> 8.6.1 Immediately terminate the Agreement; <br /> 8.6.2 Retain a different contractor to complete the work described in Exhibit A not <br /> finished by Contractor. <br /> Section 9. KEEPING AND STATUS OF RECORDS. <br /> 9.1 Records Created as Part of Contractor's Performance. All reports, data, maps, <br /> models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, <br /> records, files, or any other documents or materials, in electronic or any other form, that <br /> Contractor prepares or obtains pursuant to this Agreement and that relate to the matters <br /> covered hereunder shall be the property of the City. Contractor hereby agrees to deliver <br /> those documents to the City upon termination of the Agreement. It is understood and <br /> agreed that the documents and other materials, including but not limited to those described <br /> above, prepared pursuant to this Agreement are prepared specifically for the City and are <br /> not necessarily suitable for any future or other use. City and Contractor agree that, until <br /> final approval by City, all data, plans, specifications, reports and other documents are <br /> confidential and will not be released to third parties without prior written consent of both <br /> Parties. <br /> As between Contractor and City, City owns all rights, title and interest in and to the <br /> Data. Notwithstanding the foregoing, City hereby grants Contractor a non-exclusive, <br /> Non-Professional Services Agreement between City of San Leandro and [02/03/2016] <br /> FacilityDude.com for FacilityDude Training Services Page 9 of 13 <br />