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PART II - TERMS AND CONDITIONS 1. Termination of Contract for Cause. If, through any cause, the Firm shall fail to fulfill in a timely and proper manner its obligations under this Contract, or if the Finn shall violate any of the covenants, agreements, or stipulations of this Contract, the local Public Agency shall thereupon have the right to terminate this Contract by giving written notice to the Firm of such termination and specifying the effective date thereof, at least five days before the effective date of such termination. In such event, all records and data, at the option of the local Public Agency become its property. Notwithstanding the above, the F'inn sha'll not be relieved of liability to the local Public Agency for damages sustained by the local Public Agency by virtue of any breach of the Contract by the Firm, and the local Public Agency may wi thho1 d any payments to the Fi rm for the purpose of set-off until such time as the exact amount of damages due the Local Public Agency from the Firm is determined. 2. Reports and Information. The Finn, at such times clOd in such forms as the local Pub11C Agency may require, shall furnish the local Public Agency such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Contract, the costs and obl igations incurred or to be incurred in connection therewith, and any other matters covered by this Contract. 3. Records and Audits. The Finn shall maintain accounts and records, includ- ing personnel, property and financial records, adequate to identify and account for all costs pertaining to the Contract and such other records as may be deemed necessary by the local Public Agency to assure proper accounting for all project funds. These records will be made available for audit purposes to the Local Public Agency or any authorized represent- ative, and will be retained for three ,years after the expiration of this Contract unless permission to destroy them is granted by the local Pub1 ic Agency. 4. E~ua1 Empl oyment o~portuni ty. Duri ng the perforlpance of thi s Contract, t e Firm agrees as ollows: a. The Firm will not discriminate agClinst any employee or applicant for employment because of race, color, religion, sex, or national origin. The Firm will take affinnative action to ensure that applicants are employed and that employees are treated during employment without regard to the"ir race, color, religion, sex, or national origin. Such action shall include, but not be limited to: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Firm agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 00530-3