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provision and right to recover any claims, refunds, damages and /or expenses shall survive the <br />termination of the Agreement. <br />(d) The City Manager is authorized on behalf of the City to send notice of <br />default and to terminate this Agreement for any default that is not cured. <br />6.02 Effect of Termination /Survival of Obligations. The rights, responsibilities and <br />liabilities of the parties under this Agreement shall be extinguished upon the applicable effective <br />date of termination of this Agreement, except for any obligations or default(s) that existed prior <br />to such termination or as otherwise provided herein and those liabilities and obligations shall <br />survive the termination of this Agreement, including the refund provision, maintenance of <br />records, and access thereto. <br />VII <br />Release, Hold Harmless and Indemnification <br />R3bi hereby agrees to release, defend, indemnify and hold the City of Paris, Texas and its <br />elected officials, officers, agents and employees harmless from and against all damages, injuries, <br />claims, property damages (including loss of use), losses, demands, lawsuits, judgments and costs, <br />including reasonable attorney's fees and expenses, in any way arising out of, related to, or <br />resulting from this Economic Incentive Agreement or the Red River Region Business Incubator <br />located in Paris, Texas. R3bi agrees to carry appropriate amounts of general liability insurance <br />and professional liability and /or Errors and Omissions insurance coverage to fund this Hold <br />Harmless and Indemnification clause and to protect the City of Paris, its officials, officers and <br />employees against any such claims or lawsuits. <br />Article VIII <br />Retention and Accessibility of Records <br />8.01 R3bi shall maintain the fiscal records and supporting documentation for <br />expenditures of funds associated with this Agreement. R3bi shall retain such records, and any <br />supporting documentation for the greater o£ (a) Two years from the end of the Agreement <br />period; or (b) the period required by other applicable laws and regulations. <br />8.02 R3bi gives City, its designee, or any of their duly authorized representatives, <br />access to and the right to examine relevant books, accounts, records, audit reports, reports, files, <br />documents, written or photographic material, videotape and other papers, things, or personal and <br />real property belonging to or in use by R3bi pertaining to the Economic Development Program <br />Grant (the "Records ") upon receipt of ten (10) business days written notice from the City. The <br />City's access to R3bi's books and records will be limited to information needed to verify that <br />R3bi is and has been complying with the terms of this Agreement. Any information that is not <br />required by law to be made public shall be kept confidential by City. R3bi shall not be required <br />to disclose to the City any information that by law R3bi is required to keep confidential. Should <br />any good faith dispute or question arise as to the validity of the data provided, the City reserves <br />the right to require R3bi to obtain an independent firm to verify the information. This certified <br />statement by an independent firm shall be provided at the sole cost of R3bi. The rights to access <br />the Records shall terminate two (2) years after the termination or expiration of this Agreement. <br />Page 4 of 7 <br />