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MsiDianeBernardo November 29, 2015 Page 2 and in the format requested. The County will collect and transmit all documentation and other inf6rmation requested regarding the other post employment benefits provided. The County agrees that all information, documents and data we requesvin connection with our Actuarial, valuation will be I made available to us, that anall such information, documents d data provided to us will personnel be, complete and accurate, that we will have ;the full. cooperation of Indian, Rivet County's; 0 nriel and.1 vendors, that the County Will issue a. representation letter 1rbm inanagement'conc6thing these matters, and that .GRS may rely upon, such information, documents and data With no.duty: to'inquireofaudit such. Because of the importance of management's representations as to the completeness and accuracy of the information, documents:and data it provides to GRS, the County agrees torelease ORS and its,personnel from any -claims,, liabilities, costs . and expenses relating to our sieices %Lffider this letter attributable to ,rv, hiformation'supplied.by the C . oupty, or is Vendors. Furthermore, QRS agrees to maintain the employee data secure and cohfidential. Any dispute ,,.concerning this engagement will be resolved internally And, if not then by arbitration and with waives of any jury trial and With Venue at the place where the services are rendered. Th . The provisions :of this agreement shall be construed, interpreted and --governed according to the laws of the State of Florida. Except for gross negligence or willfUl misconduct, ORS liability hereunder will be limited to our fees and the County will indemnify GRS from third party .claims to the extent .permitted by Florida law. In the event that GRS is requested pursuant to.subpoena pro bpoeria -or other leg4lprocess, to . produce its documents relating to this engagement in judicial 6radministrAtiNie proceedings to which GRS is not A party, the its hat time A expenses, including County shall reimburse GRS at standard, billing. -rates. for i, professio t and e reasonable attorney's ,fee, incurred in respondhig to such request. Indian River County is a public agency. subject to Chapter 19, Florida Statutes. As required by law, and ubj q only to the: extent required by law, GRS shall comply with Florida's Public Records Law. GRS is not acting on behalf of the County in providing actuarial and consulting services, as defined by st.atutes'. and. pr inte . reted by the Florida Attorney General AdvisoryLegal Opinions. As: required by law, and. only to the extent required by law, GRS shall: (1) Keep and maintain public records that ordinarily and necessarily would be required by the County in orderto perform the. service. (2) Provide the public with. access to public records on the same terms and conditions 1hat the County would provide the records and!at a cost that -does not dxceed.the cost.pTpv.ided: in chapter . rPq 1. 1. . I. . 19' or as 'otherwise, provided. by 1 1 aw.. (3) Ensure that pubik records. that are exempt, or confidential and exempt from Public records -disclosure requirements are not disclosed except asauthoii;kedby'law (4) Meet all requirements for retaining public records. and transfer, at no cost, to the County all public records in possession of the Consultant upon termination -of the Agreement and destroy any duplicate public records that are exempt or :confidential and exempt from public records disclosure requirements. All, records -stored electronically must be provided to the County, in a format that is compatible with the information technology systems of the County. Failure of the Consultant to comply with t . hese requirements shall be a material breach of this. Agreement. GAbrieJ'Rmd9iS.qiJth & C-OliNmy