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i the United States . Such violation shall be cause for unilateral cancellation of this contract. GC 57. 14 RighttoAudit. Contractor shall maintain adequate records of the services for at least i three (3) years from project occupancy. Owner, during Contractor's business hours and with at least 24 hours prior notice to Contractor, shall have the right to audit the Contractor's books and records, at the Owner's expense, with regard to the accounts and services provided to or on behalf of the Owner hereunder to ensure that all aspects of the Contract are being met. Failure by Contractor to permit such audit shall be grounds for termination of this Agreement by the Owner. GC 57. 15 Independent Contractor. Contractor represents that it is properly experienced , licensed , equipped and financed to perform the work. Contractor acknowledges and agrees that it is an independent contractor of the Owner and is not an employee of the Owner and shall maintain control over its employees , subcontractors and work methods. Contractor more specifically acknowledges that it: will not be eligible to participate in any employee benefit maintained by the i Owner; will not be covered by the Owner's workers' compensation insurance; and will be solely and exclusively responsible for payment of all federal and state income, social security, unemployment and disability taxes due in respect of all compensation and/or other consideration paid by the Owner r to Contractor hereunder. GC 57 . 10 Availability of Funds . The obligations of the City/County under this Contract are subject to the availability of funds lawfully appropriated for its purpose. i GC 57 . 16 Litigation . In the event suit is filed to construe or enforce this Agreement, the prevailing party in such suit shall be entitled to an award of all costs and expenses incurred in connection therewith , including, but not limited to, reasonable attorneys' fees and costs through trial i and appeal . GC 57 . 17 Governing Law: Venue. This Agreement shall be construed and interpreted, and the .. rights of the parties hereto determined, in accordance with Florida law. The Owner and Contractor submit to the jurisdiction of Florida courts and federal courts located in Florida. The parties agree that proper venue for any suit concerning this Agreement shall be Palm Beach County, Florida, or the Federal Southern District of Florida . Contractor agrees to waive all defenses to any suit filed in Florida based upon improper venue or forum nonconveniens. GC 57. 18 Notices. All written notices and other communications required or provided for under this Contract shall be sent by certified mail, return receipt requested , postage prepaid, in the case of mailing, or by overnight or same day courier, or hand delivered to the following address and person bearing the following title for each party hereto or such other addressee or person as shall be designated by a party in a written notice given in the manner required hereby: i to Owner: City/County to Contractor: [to Contractor at the address listed on the first page of this Contract to the attention of the Project Manager] i GC 57. 19 Taxes. Contractor shall pay all taxes, duties and assessments imposed by law and applicable to the Contract. Contractor is not entitled to Owner's tax exempt status and shall pay all sales taxes . The Contract price shall include all taxes . i GC 57.20 Public Records. Contractor shall comply with Chapter 119, Florida Statutes , regarding access to public records . Failure of compliance may be grounds for termination by the Owner. i 48 M2DW 9:54:29 AM w