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termination of this Contract or final payment hereunder, whichever is later,to assure compliance with the
<br />terms hereof or to evaluate performance hereunder. The State reserves the right to inspect the Work at all
<br />reasonable times and places during the term of this Contract, including any extensions or renewals. If the
<br />Work fails to conform with the requirements of this Contract, the State may require Contractor promptly to
<br />bring the Work into conformity with Contract requirements, at Contractor's sole expense. If the Work
<br />cannot be brought into conformance by re- performance or other corrective measures, the State may require
<br />Contractor to take necessary action to ensure that future performance conforms to Contract requirements
<br />and exercise the remedies available under this Contract, at law or in equity, in lieu of or in conjunction with
<br />such corrective measures.
<br />C. Monitoring
<br />Contractor shall permit the State, the federal government, and governmental agencies having jurisdiction,
<br />in their sole discretion, to monitor all activities conducted by Contractor pursuant to the terms of this
<br />Contract using any reasonable procedure, including, but not limited to: internal evaluation procedures,
<br />examination of program data, special analyses, on -site checking, formal audit examinations, or any other
<br />procedures. All monitoring controlled by the State shall be performed in a manner that shall not unduly
<br />interfere with Contractor's performance hereunder.
<br />D. Final Audit Report
<br />If an audit is performed on Contractor's records for any fiscal year covering a portion of the term of this
<br />Contract, Contractor shall submit a copy of the final audit report to the State or its principal representative
<br />at the address specified herein.
<br />10. CONFIDENTIAL INFORMATION -STATE RECORDS
<br />Contractor shall comply with the provisions on this §10 if it becomes privy to confidential information in
<br />connection with its performance hereunder. Confidential information includes, but is not necessarily limited to,
<br />any state records, personnel records, and information concerning individuals. Such information shall not include
<br />information required to be disclosed pursuant to the Colorado Open Records Act, CRS §24 -72 -101, et seq.
<br />A. Confidentiality
<br />Contractor shall keep all State records and information confidential at all times and comply with all laws
<br />and regulations concerning confidentiality of information. Any request or demand by a third party for State
<br />records and information in the possession of Contractor shall be immediately forwarded to the State's
<br />principal representative.
<br />B. Notification
<br />Contractor shall notify its agent, employees, Subcontractors and assigns who may come into contact with
<br />State records and confidential information that each is subject to the confidentiality requirements set forth
<br />herein, and shall provide each with a written explanation of such requirements before permitting them to
<br />access such records and information.
<br />C. Use, Security, and Retention
<br />Confidential information of any kind shall not be distributed or sold to any third party or used by
<br />Contractor or its agents in any way, except as authorized by this Contract or approved in writing by the
<br />State. Contractor shall provide and maintain a secure environment that ensures confidentiality of all State
<br />records and other confidential information wherever located. Confidential information shall not be retained
<br />in any files or otherwise by Contractor or its agents, except as permitted in this Contract or approved in
<br />writing by the State.
<br />D. Disclosure- Liability
<br />Disclosure of State records or other confidential information by Contractor for any reason may be cause for
<br />legal action by third parties against Contractor, the State or their respective agents. Contractor shall
<br />indemnify, save, and hold harmless the State, its employees and agents, against any and all claims,
<br />damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred
<br />as a result of any act or omission by Contractor, or its employees, agents, Subcontractors, or assignees
<br />pursuant to this §10.
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