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' CITY OF EVERETT PUBLIC WORKS DOCUMENT 00 72 13
<br /> SPECIAL PROVISIONS GENERAL CONDITIONS
<br /> 1. Contractor shall pay for all costs involved in fees, royalties, or claims for any patented
<br /> invention, article, process or method that may be used upon or in a manner connected with
<br /> the Work under this Contract or with use of completed Work by the Owner.
<br /> 2. The Contractor and its sureties shall protect and hold the Owner, Owner's Representative,
<br /> and Owner's Representative,together with its officers,agents,and employees,harmless from
<br /> any and all loss, defense cost, and expenses and against any and all demands made for such
<br /> fees or claims brought or made by the holder of any invention or patent.
<br /> 3. Before final payment is made on the account of this Contract, the Contractor shall, if
<br /> requested by the Owner, furnish acceptable proof of a proper release from all such fees or
<br /> 1 claims.
<br /> B. Should the Contractor, its agent, employee or any of them be enjoined from furnishing or using
<br /> ' any invention, article, material or plans supplied or required to be supplied or used under this
<br /> Contract, Contractor shall promptly pay such royalties and secure requisite licenses; or, subject to
<br /> acceptance by Owner, substitute other articles, materials, or appliances in lieu thereof that are of
<br /> equal efficiency, quality, finish, suitability and market value to those planned or required under
<br /> the Contract. Descriptive information of these substitutions shall be submitted to the Owner's
<br /> Representative for determination of general conformance to the design concept and the
<br /> construction Contract. Should Owner elect to refuse the substitution, Contractor agrees to pay
<br /> such royalties and secure such valid licenses as may be requisite for the Owner, its officers,
<br /> agents and employees or any of them, to use such invention, article, material or appliance without
<br /> being disturbed or in any way interfered with by any proceeding in law or equity on account
<br /> thereof
<br /> ARTICLE 17 AUDITS
<br /> ' 17.1 General
<br /> A. Record Retention.
<br /> ' 1. The Contractor's records relating to this Project, including,but not limited to,wage,payroll,
<br /> and cost records, shall be open to inspection or audit by representatives of the Owner during
<br /> the Project and for a period of not less than six years after the date of Final Acceptance of
<br /> the Contract.
<br /> a. The Contractor shall retain these records for that period.
<br /> b. The Contractor shall also guarantee that Project records of Subcontractors, Suppliers,
<br /> t and lower tier Subcontractors, including,but not limited to, the wage,payroll, and cost
<br /> records, shall be retained and open to similar inspection or audit for the same period of
<br /> time.
<br /> ' B. Audit Performance
<br /> 1. The audit may be performed by employees or representatives of the Owner or by an auditor
<br /> chosen by the Owner.
<br /> 2. The Contractor, Subcontractors, or lower tier Subcontractors shall provide adequate
<br /> facilities,reasonably acceptable to auditor,for the audit during normal business hours.
<br /> ' 3. The Contractor, Subcontractors, or lower tier Subcontractors shall make a good faith effort
<br /> to cooperate with the auditors.
<br /> PSO6 REROUTE 007213 -69
<br /> WO NO.—UP3583 MAY 2016
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