2005/04/27 Council Agenda Packet

14. Audits and Inspections. At any time during normal business hours and as often as the City may deem necessary, HDR shall make available to the City for the City's examination all of HDR's records and documents with respect to all matters covered by this Agreement and, furthermore, HDR will permit the City to audit, examine and make copies, excerpts or transcripts from such records, and to make audits of all contracts, invoices,materials, payrolls,records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. 15. City of Everett Business License. HDR agrees to obtain a City of Everett business license prior to performing any work pursuant to this Agreement. 16. State of Washington Requirements. HDR agrees to register and obtain any State of Washington business licenses, Department of Revenue account and/or unified business identifier number as required by RCW 50.04.140 and 51.08.195 prior to performing any work pursuant to this Agreement. 17. Compliance with Federal, State and Local Laws. HDR shall comply with and obey all federal, state and local laws, regulations, and ordinances applicable to the operation of its business and to its performance of work hereunder. 18. Compliance with Grant Terms and Conditions. HDR shall comply with any and all conditions, terms and requirements of any federal, state or other grant that wholly or partially funds HDR's work hereunder. 19. Waiver. Any waiver by HDR or the City or the breach of any provision of this Agreement by the other party will not operate, or be construed, as a waiver of any subsequent breach by either party or prevent either party from thereafter enforcing any such provisions. 20. Complete Agreement. This Agreement contains the complete and integrated understanding and Agreement between the parties and supersedes any understanding, Agreement or negotiation whether oral or written not set forth herein. 21. Modification of Agreement. This Agreement may be modified as provided in¶8, or by a writing explicitly identified as a modification of this Agreement that is signed by authorized representatives of the City and HDR. 22. Severability. If any part of this Agreement is found to be in conflict with applicable laws, such part shall be inoperative, null and void,insofar as it is in conflict with said laws, the remainder of the Agreement shall remain in full force and effect. 23. Notices. A. Notices to the City of Everett shall be sent to the following address: City of Everett Attn: Souheil Nasr 3200 Cedar Street Everett,WA 98201 _ , 9 n Agreement 7 of 8