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W 7. RECORDS —AVAILABILITY/ACCESS Subject to the requirements of Minnesota Statutes Section 1.6C.05, Subd. 5 (as may be amended), the CITY agrees that the COUNTY, the State Auditor, the Legislative .Auditor or any of their duly authorized representatives, at any timc during normal business hours, and as often as they may reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of the CITY and involve transactions relating to Oris Agreement. Such materials shall be maintained and such access and rights shall be, in. force and effect during the period ofthis Agreement and for six (6) yeas after its termilnation, or cancellation. g, SUCCESSORS,, SUBCONTRACTING ING AND ASSIGNMENTS a. The CITY binds itself, its partners, suc ccssors, assigns and legal representatives to the COUNTY in respect to all covenants, agreements and obligations contained in I he contract docunwits. The CITY shall not assign, subcontract, transfer or pledge this Agreennent and/or the services to be performed hereunder, whether ill. Whole or in part, nor assign any nnonies due or to become due to it hereunder without the prior written consent of the COUNTY. K permission to subcontract, however, shall under no circumstances relieve the CITY of its liabilities and obligations under the Agreement. llurtber, the CITY shall be fully responsible for the acts, omissions, and failure of its subcontractors in the performance of the herein specified contractual services, and of person(s) directly or indirectly employed by subcontractors. Contracts between the CITY and each subcontractor shall require that the subcontractor's services be performed in accordance with the terns and conditions herein specified. A consent to assign shall be accomplished by execution of a form prepared by the COUNTY and signed by the CITY, the assignee and the COUNTY. 9. MERGER AND MODIFICATION a. It is understood and agreed that the entire Agreement between the parties is contained herein and that this Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. b. Any alterations, variations, modifications, or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement signed by the parties hereto. 6