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agrees to allow the auditor(s)access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, the Recipient agrees to include a similar right of the CEC,the Bureau of State Audits, or their designated representative,to audit records and interview staff in any subcontract related to performance of this Agreement. These rights and responsibilities are in addition to and not restrictive of those in Section 16. Access to Sites and Records. 9. Public Works The Recipient is responsible for complying with all applicable laws,which can include public works requirements under the Labor Code. Recipient acknowledges acceptance of Agreement funds may trigger public works laws (Labor Code Section 1720 et seq.), a requirement of which is to pay prevailing wages, applying to its entire project. If the project is public works then it is subject to compliance monitoring and enforcement by the Department of Industrial Relations. By signing this Agreement, Recipient certifies that it shall comply with all applicable Public Works laws and requirements. 10. Intellectual Property As between the Recipient and the CEC,the Recipient owns all intellectual property it or its subcontractors create under this Agreement.The CEC has a no-cost, non-exclusive,transferable, irrevocable, royalty-free,worldwide, perpetual license to use, publish,translate, modify, and reproduce all intellectual property,such as the products identified in Section 2. above,for governmental purposes the Recipient or its subcontractors create under this agreement.The Recipient shall include a provision securing these rights for the CEC in all of its subcontractor agreements related to performance of this Agreement. 11. Amendment No amendment or variation of this Agreement shall be valid unless made in writing and signed by both the Recipient and CEC. 12. Governing Law This Agreement is governed by the laws of the State of California as to interpretation and performance. 13. Independent Capacity In the performance of this Agreement, Recipient and its agents,subcontractors, and employees will act in an independent capacity and not as officers, employees, or agents of the CEC or the State of California. 14. Severability If any provision of this Agreement is unenforceable or held to be unenforceable, all other provisions of this Agreement will remain in full force and effect. 15. Waiver March 2023 Page 4 of 5 APP-22-133 City of Pleasanton