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Contract No 5034MI 502046 21
<br />Agreement No. PW 35-10-11
<br />6. DATA PRIVACY
<br />CITY, its officers, agents, owners, partners, employees, volunteers and subcontractors
<br />agree to abide by the provisions of the Minnesota Government Data Practices Act,
<br />Minnesota Statutes, Chapter 13, the Health Insurance Portability and Accountability Act
<br />and implementing regulations, if applicable, and all other applicable state and federal
<br />laws, rules, regulations and orders relating to data privacy or confidentiality, and as any of
<br />the same may be amended. CITY agrees to defend, indemnify and hold harmless the
<br />COUNTY, its officials, officers, agents, employees, and volunteers from any claims
<br />resulting from CITY's officers', agents', owners', partners', employees', volunteers',
<br />assignees' or subcontractors' unlawful disclosure and/or use of such protected data. The
<br />terms of this paragraph shall survive the cancellation or termination of this Agreement.
<br />7. RECORDS — AVAILABILITY/ACCESS
<br />Subject to the requirements of Minnesota Statutes Section 16C.05, Subd. 5 (as may be
<br />amended), the CITY agrees that the Goui}tyCOUNTY, the State Auditor, the Legislative
<br />Auditor or any of their duly authorized representatives, at any time during normal
<br />business hours, and as often as they may reasonably deem necessary, shall have access to
<br />and the right to examine, audit, excerpt, and transcribe any books, documents, papers,
<br />records, etc., which are pertinent to the accounting practices and procedures of the CITY
<br />and involve transactions relating to this Agreement. Such materials shall be maintained
<br />and such access and rights shall be in force and effect during the period of the Agreement
<br />and for six (6) years after its termination or cancellation.
<br />8. SUCCESSORS, SUBCONTRACTING AND ASSIGNMENTS
<br />The CITY binds itself, its partners, successors, assigns and legal representatives to the
<br />COUNTY in respect to all covenants, agreements and obligations contained in the
<br />contract documents. The CITY shall not assign, subcontract, transfer or pledge this
<br />Agreement and/or the services to be performed hereunder, whether in whole or in part,
<br />nor assign any monies due or to become due to it hereunder without the prior written
<br />consent of the COUNTY.
<br />Permission to subcontract, however, shall under no circumstances relieve the CITY of its
<br />liabilities and obligations under the Agreement. Further, the CITY shall be fully
<br />responsible for the acts, omissions, and failure of its subcontractors in the performance of
<br />the herein specified contractual services, and of person(s) directly or indirectly employed
<br />by subcontractors. Contracts between the CITY and each subcontractor shall require that
<br />the subcontractor's services be performed in accordance with the terms and conditions
<br />herein specified. A consent to assign shall be accomplished by execution of a form
<br />prepared by the COUNTY and signed by the CITY, the assignee and the COUNTY.
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