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<br />Consulting Services Agreement between City of San Leandro and Last revised [11/22/2022]
<br />ClearGov, Inc. for Budgeting Software Page 11 of 15
<br />8.6.1 Immediately terminate the Agreement;
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<br />8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
<br />other custom work product prepared by Consultant pursuant to this Agreement;
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<br />8.6.3 Retain a different consultant to complete the work described in Exhibit A not finished
<br />by Consultant; or
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<br />8.6.4 Charge Consultant the difference between the cost to complete the work described
<br />in Exhibit A that is unfinished at the time of breach and the amount that City would
<br />have paid Consultant pursuant to Section 2 if Consultant had completed the work.
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<br />Section 9. KEEPING AND STATUS OF RECORDS.
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<br />9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps, models,
<br />charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records,
<br />files, or any other documents or materials, in electronic or any other form, that Consultant
<br />prepares or obtains pursuant to this Agreement and that relate to the matters covered
<br />hereunder shall be the property of the City. Consultant hereby agrees to deliver those
<br />documents to the City upon termination of the Agreement. It is understood and agreed that
<br />the documents and other materials, including but not limited to those described above,
<br />prepared pursuant to this Agreement are prepared specifically for the City and are not
<br />necessarily suitable for any future or other use. City and Consultant agree that, until final
<br />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.
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<br />9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
<br />of account, invoices, vouchers, canceled checks, and other records or documents
<br />evidencing or relating to charges for services or expenditures and disbursements charged
<br />to the City under this Agreement for a minimum of 3 years, or for any longer period required
<br />by law, from the date of final payment to the Consultant to this Agreement.
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<br />9.3 Inspection and Audit of Records. Any records or documents that Subsection 9.2 of this
<br />Agreement requires Consultant to maintain shall be made available for inspection, audit,
<br />and/or copying at any time during regular business hours, upon oral or written request of the
<br />City. Under California Government Code Section 8546.7, if the amount of public funds
<br />expended under this Agreement exceeds $10,000.00, the Agreement shall be subject to the
<br />examination and audit of the State Auditor, at the request of City or as part of any audit of
<br />the City, for a period of 3 years after final payment under the Agreement.
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<br />Section 10. MISCELLANEOUS PROVISIONS.
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<br />10.1 Attorneys’ Fees. If a party to this Agreement brings any action, including an action for
<br />declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party
<br />shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that
<br />DocuSign Envelope ID: C71856B1-36CC-40CD-A96E-32B773F0A2BADocuSign Envelope ID: A4F0C702-C4B1-44C5-91E3-2523D20B4E3E
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