Seattle SMSA Limted Partnership dba Verizon 3/26/2020

necessary permits must be obtained prior to such work. Notwithstanding the above, the City may permit Company's Site Equipment to be abandoned and placed in such a manner as the City may prescribe. Upon permanent abandonment, Company shall execute such necessary documents to transfer title to City. 33.3. The provisions of this Section 33 shall survive the expiration, revocation, or termination of this Agreement. 34. Records; Audits 34.1. The City may require access to information, records, and documents from Company from time to time as are appropriate to reasonably monitor compliance with the terms of this Agreement. 34.2. Company shall provide access to such records within thirty (30) business days of a request by the City and provide a local location where such records may be examined, unless such records are otherwise publicly available. Company will provide the location of any publicly available records. If any person other than Company maintains records on Company's behalf, Company shall be responsible for making such records available to the City. City is not permitted to remove any records from the location where the same is being examined. 34.3. Company shall be responsible for clearly and conspicuously identifying any records as confidential or proprietary, and, if requested by the City, shall provide a brief written explanation as to why such information is confidential and how it may be treated as such under State or federal law. In the event that the City receives a public records request under Chapter 42.56 RCW or similar law for the disclosure of information Company has designated as confidential, trade secret, or proprietary, the City will endeavor to provide written notice of such disclosure request so that Company can take appropriate steps to obtain injunctive relief to prevent disclosure of claimed confidential records. Nothing in this Section prohibits the City from complying with Chapter 42.56 RCW or any other applicable law or court order requiring the release of public records. City shall not be liable to Company for its good faith acts in determining release of records, including confidential records, is in compliance with any law or court order requiring the release of public records. The City shall comply with any injunction or court order obtained by Company and not stayed that prohibits the disclosure of any such confidential records; however, in the event a higher court overturns such injunction or court order and such higher court action is or has become final and non-appealable, Company shall reimburse the City for any fines or penalties imposed for failure to disclose such records as required hereunder within sixty (60) days of a request from the City. In addition to the indemnification obligations pursuant to Section 22, Company shall indemnify and defend the City from and against any and all losses, penalties, fines, claims, demands, expenses (including, but not limited to, attorneys' fees and litigation expenses), suits,judgments or damages arising from or relating to any failure of Company to comply with this Section. 28