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Revised 04/23 3 <br />10. CONFIDENTIALITY <br /> <br />Provider may, during the course of providing services hereunder or in relation to this Agreement <br />have access to, and acquire knowledge regarding personnel, materials, data, systems, legal, <br />economic development, tax, or other information which may not be accessible or known to the <br />general public. Any such knowledge acquired by the Provider shall not be used, published or <br />divulged by the Provider to any person, firm or other entity without prior written approval of the <br />County unless such use, publication or divulgence is in the direct furtherance of the provision of <br />services set out in this Agreement. Provider specifically agrees that the foregoing confidentiality <br />obligation applies to the terms of this Agreement and any information disclosed to the Provider in <br />any document provided to the Provider by the County. Provider agrees to be bound by the terms <br />of this section of this Agreement in perpetuity. <br /> <br />11. RECORD AND DOCUMENT RETENTION AND SECURITY <br /> <br />Provider agrees to maintain all records and documents of, or related to, the employment and <br />services set out in this Agreement on the property of the County, specifically, in the office of <br />Finance & Administrative Services. In the event the removal of such records and documents from <br />the property of the County is necessary for the furtherance of the employment and provision of <br />services set out in this Agreement the Provider agrees to maintain such records and documents in <br />a safe and secure location. Provider agrees that upon the conclusion of the provision of services <br />to the County it will leave all records and documents and things accumulated in the furtherance of <br />the provision of services set out in this Agreement in a safe and secure location upon the property <br />of the County, specifically, Finance & Administrative Services. <br /> <br />12. NONAPPROPRIATION <br /> <br />Provider acknowledges that County is a governmental entity, and the contract validity is based <br />upon the availability of public funding under the authority of its statutory mandate. <br /> <br />In the event that public funds are unavailable and not appropriated for the performance of County’s <br />obligations under this contract, then this contract shall automatically expire without penalty to <br />County thirty (30) days after written notice to Provider of the unavailability and non-appropriation of <br />public funds. It is expressly agreed that County shall not activate this non-appropriation provision <br />for its convenience or to circumvent the requirements of this contract. <br /> <br />In the event of a change in the County’s statutory authority, mandate and mandated functions, by <br />state and federal legislative or regulatory action, which adversely affects County’s authority to <br />continue its obligations under this contract, then this contract shall automatically terminate without <br />penalty to County upon written notice to Provider of such limitation or change in County’s legal <br />authority. <br /> <br />13. SEVERABILITY <br /> <br />Should any word, sentence, paragraph or clause of this Agreement be determined to be unlawful, <br />it shall have no bearing or impact on the remaining terms of the Agreement which shall remain <br />fully enforceable as if the unlawful word, sentence, paragraph, or clause had been absent from the <br />initial drafting of the Agreement. <br /> <br />14. SIGNATURES <br /> <br />DocuSign Envelope ID: DF2096E5-0587-4098-9E28-4618EE074BD2