4.3 SR 12-18-2023 - Laserfiche WebLink

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10. AUDIT. Graz�tec shall maintain complete and accurate xecords vsrith respect to pexfotmance of the Grant Project and costs incurted putsuant to this Grant Agxeement for a period of at least six (6) years aftex the terminatio� af this Agrecment. Pursuant to Minn. Stat. § 16C.05, Subd. 5. Gxantee shall allow the City ar other persons, ox agencies authorized by the City access to the re'cords of �rantee at reasonab�e houts, including all books, records, docume,nta, atid accounting procedures and practices of Grantee xelevant to the subject matter of the Agreeincnt, fox purposes of audit. 11. SURVIVAL OF TERMS. The provisions of this Grant Ag�reement which, bq their terms, impose obligations that are continuing in nature and which must susvive in oxder to give effect to their meaning will survive the expitatian or termiiiation of this Agreement, including, without lirizita.tion, the following clauses: Sections 2.5 (Duty to Make Conduit Avaitable to Other Providers), 6 (relating to remedies for noncompliance); S(Indetnnification); 10 (Audit);12.3 (Govetning Law; Jurisdictioa; Venue); and the Special Conditions identified on Exhibit B. i2. GENERAL PROVISIONS. 12.1 _Entir.e A reement: Amendments; Conflicts. This G�ant Agreement (irirludiix.g the exhibits attached hereto) constitutes the entire agteement arid understanding of the parties with respect to the subject matter hereof and supersedes all prior and contemporar�eous agreements, documet�ts, and proposals, oral or wtitten, betweett the parties with xespect thereto. The terms and conditions of th.e exhihits are integral parts of this Agreement and axe fully incorporated herein by this reference. Anp amendment or modification to this Agreement shall not be valid unless such amendment or modificatior� �i) is in writing aad signed bp authorized representatives of both parties and (u) references this Agreeme�t Notwithstaading the Eoxegoirig, the City map, in its discretion, atnend this Grant Agreement if �eyuired to con£orm with rederal or State reguiations and guidelines, and avaitable fiinding amounts. 12.2 Com}�]'ssnce with A�a�licable Law. Grantee agrees to comply with applicable fedexal, sta.te, and local laws or orclitiances, and applicable rules, xegulatione, and standards established by any agency of such governmet�tal units, which are isa effect as of Grantee s performance of the Grant Projec� 2 2.3 Governin� I,aw; � diction; Venue. This Grant Agreement shall be governed by the laws of the State of Minnesota, withaut regatd to its conflict of laws rules. For purposes of conflict xesolution related to or arising out of tlus Agreement, the parties expresslp agree that venue shall be exclusively in the State af Minnesota, City of Elk Rivex. The parties hereby expressly consent tn the exclusive pexsonal authority of the federal and staCe c�urts located in the State of Minnesota., regardless of the citizenship or residency of either party at the tim.e of the commcncement of any legal proceeding. 6