Staff Report re HdL Amendment No. 1 Page 1 of 2
STAFF REPORT
TO:
Mayor and Members of the City Council
FROM: Daniel Barros, City Manager
MEETING DATE: February 26, 2025
SUBJECT: Amendment to Agreement for Revenue and Audit Consulting Services with Hinderliter, de Llamas and Associates (HdL)
RECOMMENDATION
Staff recommends that the City Council approve the following:
APPROVE AND AUTHORIZE THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO THE AGREEMENT WITH HINDERLITER DE LLAMAS & ASSOCIATES (HdL) FOR REVENUE AND AUDIT CONSULTING SERVICES PURSUANT TO CEQA GUIDELINE 15378.
COUNCIL ADOPTED VALUES
RESPONSIBLE
BACKGROUND
Since July of 1999, The Town of Colma has had an agreement with Hinderliter de Llamas & Associates (HdL) for Sales Tax Audit and Information Services. HdL provides the Town with in- depth market analysis and projections of the Town’s economic Landscape through detailed quarterly sales tax revenue reports. These reports and information are utilized throughout our budgeting process to accurately project anticipated revenues versus Town expenses.
ANALYSIS
The Town of Colma is authorized to levy a Transaction and Use Tax. The City Council submitted to the voters at the November 5, 2024, General Municipal Election Measure AA to establish a one half (1/2 cent) tax increase on all the sale and/or use of all tangible personal property sold at retail in the Town of Colma. This vote required a majority (50 % plus one) of voter approval.
The Town of Colma Measure AA (local transactions and use tax) passed with voter approval over 80%.
As done in the past, the Town intends to continue to utilize HdL’s services for Sales Tax Audit and Information Services. With the passing of Measure AA from the November 2024 Election, the existing agreement between the Town and HdL must be amended to extend HdL’s AGENDA ITEM #4
Staff Report re HdL Amendment No. 1 Page 2 of 2
responsibilities to include data for both the old sales tax and new transactions and use tax approved by Measure AA.
FISCAL IMPACT
The additional services will have a fiscal impact of $300 per month amounting to an annual increase to the contract of $3,600.
ALTERNATIVES
There are no alternatives recommended to the Town since Measure AA was passed by the Colma Voters.
CONCLUSION
Staff recommends the City Council approve the amendment with HdL.
ATTACHMENTS
A. Original Agreement
B. Amendment No. 1
ATTACHMENT A
AGREEMENT FOR SALES TAX AUDIT AND INFORMATION SERVICES
This Agreement is made and entered into as of the 1 4 t 11:J.ay of Ju 1 y , 1999 by and between the CITY OF COLMA a municipal corporation hereinafter called CITY, and HINDERLITER, DE LLAMAS AND ASSOCIATES a California Corporation, hereinafter called CONTRACTOR.
I. RECITALS
WHEREAS, sales tax revenues can be increased through: a system of continuous monitoring, identification and correction of "point of sale" allocation errors, and WHEREAS, an effective program of sales tax management will improve identification of sales tax opportunities as they relate to economic development and provide for more accurate sales tax forecasting; and
WHEREAS, City desires the combination of data entry, report preparation, and data analysis necessary to effectively manage the municipal sales tax base and recover revenues erroneously allocated to other jurisdictions and allocation pools; and WHEREAS, Contractor has the programs, equipment and personnel required to deliver the sales tax services referenced herein;
THEREFORE, City and Contractor, for the consideration hereinafter described, mutually agree as follows:
1 II. SERVICES
The Contractor will perform the following services:
A. Allocation Audit and Recovery
1. Contractor will conduct an initial and on-going sales tax audit in order to identify and correct "point-of-sale" distribution errors and thereby generate previously unrealized sales tax income for the City. Common errors that will be monitored and corrected include: transposition errors resulting in misallocations; erroneous consolidation of multiple outlets; misreporting of "point of sale" from the wrong location; delays in reporting new outlets; misidentifying transactions as a "use tax" rather than a "sales tax," and erroneous fund transfers and adjustments.
2. Contractor will initiate contacts with the appropriate sales management and accounting officials in companies that have businesses where a probability of error exists to verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner so as to encourage local business retention and expansion.
3. Contractor shall prepare and submit to the Board of Equalization all information necessary to correct any allocation errors that are identified and shall follow-up with the individual businesses and the State Board of Equalization to ensure that all back quarter payments due the City are recovered.
4. If during the course of its audit, Contractor finds businesses located in the City that are properly reporting sales tax but have the potential for modifying their operation to provide an even greater share to the City, Contractor shall so advise 2 City and upon request, shall work with those businesses and the City to encourage such changes.
ill. Optional Services
At City's option and on written request from the City Manager:
B. Sales Tax and Economic Analysis
1. Contractor will establish a special database that identifies the name, address and quarterly allocations of the major sales tax producers within the City for the most current and previous five quarters from the date of this agreement, or longer, if the City has histroical sales tax data available on computer readable magentic media that extends beyond the most recent five quarters. A second database covering the same period will be established showing total sales tax receipts for each business category identified by the Board of Equalization. These databases will be utilized to generate special reports to the City on: major sales tax producers by rank and category, analysis of sales tax activity by category, business district or redevelopment area specified by City, analysis of reporting aberrations, and per capita and outlet comparisons with state wide sales.
2. Contractor will provide up-dated reports each quarter identifying changes in sales by major outlets and by category; area growth and decline comparisons; and current graphics, tables, and top 100 listings. Quarterly aberrations due to State audits, fund transfers, and receivables along with late or double payments will be identified. Quarterly reconciliation worksheets to assist finance officer with budget forecasting will be included.
3 3. Contractor will additionally provide an analysis for the City or its Redevelopment Agency to share with Chambers of Commerce and other economic development interest groups that analyze City's sales tax trends by major groups, and geographic areas without disclosing confidential information.
4. Contractor will make available to City Staff the HdL DATA computer program and database containing sellers permit information for all in-city business outlets registered with the Board of Equalization. In addition, contractor shall process for City the monthly registration and allocation files provided by the Board in magnetic media. Printouts of registration changes and dollars allocated by business name and number will be provided from these files on a monthly basis.
5. Throughout the term of this agreement, Contractor shall advise and work with City and City Redevelopment Agency staff on questions related to tenant mix alternatives for maximum sales tax returns; advise City business license staff on utilization of reports to enhance business license collection efforts; provide sales tax projections on specific projects for redevelopment negotiation and city budget purposes; and provide data support to enhance the sales tax base through improved economic development efforts.
IV. CONFIDENTIALITY
Section 7056 of the State of California Revenue and Taxation code specifically limits the disclosure of confidential taxpayer information contained in the records of the State Board of Equalization. This section specifies the conditions under which a City may authorize persons other than City officers and employees to examine State Sales and Use Tax records.
4 The following conditions specified in Section 7056 (b), (1) of the State of California Revenue and Taxation Code are hereby made part of this agreement.
A. Contractor is authorized by this Agreement to examine sales or transactions and use tax records of the Board of Equalization provided to City pursuant to contract under the Bradley-Burns Uniform Sales and Use Tax Law.
B. Contractor is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of the City who is authorized by resolution to examine the information.
C. Contractor is prohibited from performing consulting services for a retailer, as defined in California Revenue & Taxation Code Section 6015, during the term of this Agreement.
D. Contractor is prohibited from retaining the information contained in, or derived from those sales or transactions and use tax records, after this Agreement has expired.
Information obtained by examination of Board of Equalization records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution shall designate the Contractor as a person, authorized to examine sales and use tax records and certify that this Agreement meets the requirements set forth above and in Section 7056 (b ), (1) of the Revenue and Taxation Code.
5 V. PROPRIETARY INFORMATION
In performing its duties under this agreement, Contractor will produce reports, technical information and other compilations of data to City. These reports, technical information and compilations of data are derived by Contractor using methodologies, formulae, programs, techniques and other processes designed and developed by Contractor at a substantial expense. Contractor's reports, technical information, compilations of data, methodologies, formulae, programs, techniques and other processes designed and developed by Contractor shall be referred to as Proprietary Information. Contractor's Proprietary Information is not generally known by the entities with which Contractor competes.
Contractor desires to protect its Proprietary Information. Accordingly, City agrees that neither it nor any of its employees, agents, independent contractors or other persons or organizations over which it has control, will at any time during or after the term of the Agreement, directly or indirectly use any of Contractor's Proprietary Information for any purpose not associated with Contractor's activities. Further, City agrees that it nor any of its employees, agents, independent contractors or other persons or organizations over which it has control, will disseminate or disclose any of Contractor's Proprietary Information to any person or organization not connected with Contractor, without the express written consent of Contractor. The City also agrees that it will undertake all necessary and appropriate steps to maintain the proprietary nature of Contractor's Proprietary Information.
VI. CONSIDERATION
A. Contractor shall be paid 15% of all new Sales and/or Use tax revenue received by the City as a result of audit and recovery work performed by Contractor (hereafter referred 6 to as "audit fees"). New sales and/or use tax revenue shall not include any amounts determined by City or Contractor to be increment attributable to causes other than Contractor's work pursuant to this agreement. In the event that Contractor is responsible for an increase in the tax reported by businesses already properly making tax payments to the City, it shall be Contractor's responsibility to separate and support the incremental amount attributable to its efforts prior to the application of the audit fee. Said audit fees will apply to state fund transfers received for back quarter reallocations and monies received in the first eight consecutive reporting quarters following completion of the audit by Contractor and confirmation of corrections by the State Board of Equalization. Contractor shall provide City with an itemized quarterly invoice showing all formula calculations and amounts due for audit fees.
Contractor shall obtain City approval prior to beginning the work of correcting tax reporting methodology or "point of sale" for specific businesses where said payment of the percentage fee will be expected. Said approval shall be accomplished by the City Administrator or his designated representative on the Sales Tax Audit Authorization form, a copy of which is attached as "Exhibit A." City shall pay audit fees upon Contractor's submittal of evidence of State Fund Transfers and payments to City from businesses identified in the audit and approved by the City.
B. Above sum shall constitute full reimbursement to Contractor for all direct and indirect expenses incurred by Contractor in performing audits including the salaries of Contractor's employees, and travel expenses connected with contacting local and out of-state businesses and Board of Equalization representatives.
C. The City may at anytime during the contract, exercise the option to receive the additional services outlined in Section III (page 3). Contractor shall establish the sales tax and audit databases, will provide the ongoing reports and analysis and will make 7 available the computer program and databases referenced above for a fee of $325 per month, invoiced quarterly (hereafter referred to as "monthly fee").
VII. CITY MATERIALS AND SUPPORT
City shall adopt a resolution in a form acceptable to the State Board of Equalization and in compliance with Section 7056 of the Revenue and Taxation Code, authorizing Contractor to examine the confidential sales tax records of City. City further agrees to provide any information or assistance that may readily be available such as business license records within the City and to provide Contractor with proper identification for contacting businesses. City further agrees to provide copies of the monthly allocation reports received for the most recent five quarters from the execution of this agreement and to continue to provide copies of future allocation reports on computer readable magnetic media until such time as all audit adjustments have been completed by the State Board of Equalization and audit fees due the Contractor have been paid.
vm. TERMINATION
This Agreement may be terminated by either party by giving 30 days written notice to the other of such termination and specifying the effective date thereof. Upon the presentation of such notice, Contractor may continue to work through the date of termination. Upon termination as provided herein, Contractor shall be paid the value of all tax analysis and reporting work performed less payments previously made by City. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to amounts due for any unpaid invoices, and to businesses identified by Contractor which make tax payments after termination of this Agreement as a result of Contractor's work.
After City receives said tax payments for such businesses, Contractor shall be paid the audit fees resulting from tax payments made by the business for back quarter reallocations 8 and the first eight consecutive reporting quarters following completion of the audit by Contractor and confirmation of corrections by the State Board of Equalization.
Compensation for any audit work previously authorized and satisfactorily performed shall be made at the times provided in the preceding section entitled "C):msideration." All documents, data, surveys and reports prepared by Contractor pursuant to this Agreement shall be considered the property of the City and upon payment for services performed by Contractor, such documents and other identified materials shall be delivered to City by Contractor.
IX. INDEPENDENT CONTRACTOR
Contractor shall perform the services hereunder as an independent contractor and shall furnish such services in his own manner and method, and under no circumstances or conditions shall any agent, servant, or employee of Contractor be considered as an employee of City.
X. NON-ASSIGNMENT
This Agreement is not assignable either in whole or in part by Contractor without the written consent of City.
XI. ATTORNEY'S FEES
In the event a legal action is commenced to enforce any of the provisions of this Agreement, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees.
9 XII. GOVERNING LAW
The laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and shall also govern the interpretation of this agreement.
XIII. INDEMNIFICATION
Contractor hereby agrees to, and shall hold City, its elective and appointive boards, officers, agents and employees, harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for breach of confidentiality or property damage which may arise from Contractor's willful or negligent acts, errors or omissions or those of its employees or agents. Contractor agrees to and shall defend City and its elective and appointive boards, officers, agents and employees from any suits or actions at law or in equity for damages caused, or alleged to have been caused, by reason of any of the aforesaid willful or negligent acts, errors or omissions.
City hereby agrees to, and shall hold Contractor, its officers, agents and employees, harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for breach of confidentiality or property damage which may arise from City's negligent acts, errors or omissions under this Agreement. City agrees to and shall defend Contractor and its officers, agents and employees from any suits or actions at law or in equity for damage caused, or alleged to have been caused, by reason of any of the aforesaid negligent acts, errors or omissions.
10 XN. NOTICE
All notices required by this Agreement shall be given to City and Contractor in writing, by personal delivery or first class mail postage prepaid, addressed as follows:
City:
Contractor :
ASSOCIATES
CITY OF COLMA
1198 El Camino Real
Colma, CA 94014
HINDERLITER, DE LLAMAS, &
1340 Valley Vista Drive, Suite 200
Diamond Bar, CA 91765
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their respective officers duly authorized in that behalf.
CITY:
CITY OF COLMA
CONTRACTOR:
HINDERLITER, DE LLAMAS & ASSOCIATES
AhlJ2iation
APPROVED AS TO FORM:
g~ e(i2Q ,
11 SAMPLE
EXHIBIT A
Sales Tax Audit
Work Authorization No.
SAMPLE
---
The following business or businesses, located in the City of ________ , have been identified as having the potential for generating additional sales tax revenue to the City of ________ . Contractor is hereby authorized to contact the given business(s) and the State Board of Equalization to verify the accuracy of the current reporting methodology and obtain the necessary documentation for the Board of Equalization, to modify allocation formulas, and to return previous misallocated revenue that may be due to City.
Contractor's compensation shall be 15% of the new sales and/or use tax revenue received by the City as a result of audit and recovery work performed by Contractor, as set forth in the Agreement between Contractor and City.
CITY OF _______ _
By: _________ _
Date ___________ _
HINDERLITER, DE LLAMAS AND ASSOCIATES
By: ___________ _
Date ------------
12 CITY OF COLMA
FIRST AMENDMENT TO
AGREEMENT FOR SALES, USE AND TRANSACTIONS TAX AUDIT AND INFORMATION
SERVICES
1. P ARTIES
AND DATE.
This First Amendment ("First Amendment") is entered into on the day of , 2024 , by and between the CITY of COLMA ("CITY ") and Hinderliter de Llamas and Associates, a California corporation (“Consultant”). CITY and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RE CIT A
LS.
2.1 Agreement. The Parties entered into that certain Agreement for Sales, Use and Transactions Tax Audit and Information Services dated July 14th, 1999 ("Agreement").
2.2 First A mendment. T he P arties now desi re to a mend the Agree ment to include consultation services for Transactions and Use Tax – Measure AA approved by the voters of Colma at the November 5, 2024 Colma municipal election.
Schedule A attached hereto is incorporated into and made part of the Agreement and the services to be performed by Consultant.
2.3 R emaining Provisions of Agreement. Except as otherwise specifically set forth i n this First Amendment, the remaining provisions of the Agreement shall remain in full f orce and effect.
CITY OF COLMA HINDERLITER DE LLAMAS & ASSOC.
By: By:
City Manager
ATTACHMENT B
SCHEDULE A
SERVICES
1. Transactions Tax and Economic Analysis/Forecasting Services/Reports
1.1. Consultant shall establish a database containing all applicable Department of Tax and Fee Administration (CDTFA) registration data for each business within the Measure “AA ” District boundaries holding a seller’s permit account. Said database shall also identify the quarterly transactions and use tax allocations under each account for the most current and previous quarters where available.
1.2 Consultant shall provide updated reports each quarter identifying changes in allocation totals by individual businesses, business groups and by categories. Quarterly aberrations due to State audits, fund transfers, and receivables, along with late or dou ble payments, will also be identified. Quarterly reconciliation worksheets to assist finance officer with budget forecasting will be included.
1.3. Consultant shall advise and work with CITY Staff on planning and economic questions related to maximizing revenues, preparation of revenue projections and general information on transactions and use tax questions.
1.4. Consultant shall make available to CITY the HdL proprietary software program and Measure “AA” database containing all applicable registration and quarterly allocation information for CITY business outlets registered with the Department of Tax and Fee Administration. The database will be updated quarterly.
2. Deficiency/Allocation Reviews and Recovery
2.1. Consultant shall conduct on-going reviews to identify and correct unreported transactions and tax payments and distribution errors thereby generating previously unrealized revenue for the City. Reviews shall include:
2.1.(a) Comparison of county-wide local tax allocations to transactions tax for brick and mortar stores and other cash register-based businesses, where clearly all transactions are conducted on-site within the Measure “AA” City boundaries, and therefore subject to transactions tax.
2.1.(b) Review of any significant one-time use tax allocations to ensure that there is corresponding transaction tax payments for taxpayers with nexus within the City boundaries.
2.1.(c) Review of state-wide transactions tax allocations and patterns to identify any obvious errors and omissions.
2.1.(d) Identification and follow-up with any potentially large purchasers of supplies and equipment (e.g. hospitals, universities, manufacturing plants, agricultural operations, refineries) to ensure that their major vendors are properly reporting corresponding transactions tax payments to the Measure “AA” Transactions Tax District.
2.2. Consultant will initiate, where the probability of an error exists, contacts with the appropriate taxpayer management and accounting officials to verify whether current tax receipts accurately reflect the local sales activity. Such contacts will be conducted in a professional and courteous manner so as to enhance CITY’s relations with the business community.
2.2. Consultant shall prepare and submit to the Department of Tax and Fee Administration all information necessary to correct any allocation errors and deficiencies that are identified and shall follow-up with the individual businesses and the California Depart ment of Tax and Fee Administration to ensure that all back quarter payments due the CITY are recovered.
3. Consulting and Other Optional Services
Consultant may from time to time in its sole discretion, consult with City’s staff, including without limitation, regarding (i) technical questions and other issues related to sales, use and transactions tax, (ii) utilization of reports to enhance business license collection efforts, (iii) sales tax projections for proposed annexations, economic development projects and budget planning, (iv) negotiating/review of tax sharing agreements, (v) establishing purchasing corporations, (vi) meeting with taxpayers to encourage self- assessment of tax obligations, and (vii) other sales, use or transactions tax revenue-related matters.
FEES
4. Transactions Tax and Economic Analysis/Forecasting Services/Reports
4.1. Fees shall be paid $300 monthly billed quarterly for the transaction district tax reports that we include with the quarterly sales tax analyses. The monthly fee shall be invoiced quarterly in arrears and shall be paid by City no later than 30 days after the invoice date.
4.2. Consultant will increase the non -hourly Fees established above once a year with reference to the 12 - month percent change in the most recently published annual Consumer Price Index for All Urban Consumers (CPI-U), as reported by the U.S. Bureau of Labor Statistics (the “CPI Change”).
5. Allocation and Audit Recovery Services
5.1. Fees shall be paid 25% of the initial amount of new transactions or use tax revenue received by the City because of audit and recovery work performed by Consultant, (hereafter referred to as "audit fees").
New revenue shall not include any amounts determined and verified by Ci ty or Consultant to be increment attributable to causes other than Consultant’s work pursuant to this agreement. In the event, Consultant is responsible for an increase in the tax reported by businesses already properly making tax payments to the City, it shall be Consultant’s responsibility to separate and support the incremental amount attributable to its efforts prior to the application of the audit fee. Said audit fees will apply to state fund transfers received for those specific quarters identified as being missing and/or deficient following completion of the audit by Consultant and confirmation of corrections by the California Department of Tax and Fee Administration but shall not apply prospectively to any future quarter.
Consultant shall provide City with an itemized quarterly invoice showing all formula calculations and amounts due for audit fees.
6. Consulting and Other Optional Services
6.1. Fees for performing the consulting and other optional Services described above shall be based on the following initial hourly rates: (i) Principal - $325; (ii) Programmer - $295; (iii) Senior Analyst - $245; and (iv) Analyst - $195.
6.2. Consultant may change the rates for its hourly Fees from time to time. A 30 days’ prior written notice to City will be given.
7. General Provisions Relating to Fees
7.1. Fees for travel and lodging expenses will be invoiced at cost and applied to all meetings (including implementation, training, operations, and support). Travel expenses only apply to out -of-scope travel and must therefore be pre-approved by City.
7.2. Fees will be invoiced monthly to City for Services performed during the prior month. To the extent that Consultant has commercially reasonable means to do so, Fees will be netted out of City’s monthly revenue disbursement.
8. Confidentiality Information
Section 7056 of the State of California Revenue and Taxation Code (“R&T Code”) specifically limits the disclosure of confidential taxpayer information contained in the records of the CDTFA. Section 7056 specifies the conditions under which a city, county or district may authorize persons other than such city, county or district’s officers and employees to examine state sales and use tax records. The following conditions specified in Section 7056-(b)(1) of the State of California R&T Code are hereby made part of this Agreement:
8.1. Consultant is authorized by this Agreement to examine sales, use or transactions and use tax records of the CDTFA provided to City pursuant to contract under the Bradley-Burns Uniform Local Sales and Use Tax Law R&T Code Section 7200 et.seq.
8.2. Consultant is required to disclose information contained in, or derived from, those sales or transactions and use tax records only to an officer or employee of City who is authorized by City resolution provided to the CDTFA to examine the information.
8.3. Consultant is prohibited from performing consulting services for a retailer (as defined in R&T Code Section 6015), during the term of this agreement.
8.4. Consultant is prohibited from retaining the information contained in or derived from those sales, use or transactions and use tax records after this agreement has expired. Information obtained by examination of the CDTFA records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution shall designate the Consultant as a per son authorized to examine sales and use tax records and certify that this agreement meets the requirements set forth above and in Section 7056 (b), (1) of the Revenue and Taxation Code.
9. Software Use and Proprietary Information
Software Use. Consultant hereby provides authorization to City to access Consultant’s Sales Tax website if City chooses to subscribe to the software and reports option. The website shall only be used by authorized City staff. No access will be granted to any third party without explicit written authorization by Consultant.
City shall not sublet, duplicate, modify, decompile, reverse engineer, disassemble, or attempt to derive the source code of said software. The software use granted hereunder shall not imply ownership by City of said software, or any right of City to sell said software or the use of same, or any right to use said software for the benefit of others. This software use authorization is not transferable. Upon termination or expiration of this Agreement, the software use authorization shall expire, and all City staff website logins shall be de- activated.
Proprietary Information. As used herein, the term “proprietary information” means all information or material that has or could have commercial value or other utility in Consultant’s business, including without limitation: Consultant’s (i) computer or data processing programs; (ii) data processing applications, routines, subroutines, techniques or systems; desktop or web-based software; (iii) business processes; (iv) marketing plans, analysis and strategies; and (v) materials and techniques used; as well as the terms and conditions of this Agreement. Except as otherwise required by law, City shall hold in confidence and shall not use (except as expressly authorized by this Agreement) or disclose to any other party any proprietary information provided, learned of or obtained by City in connection with this Agreement. The obligations imposed by this Section shall survive any expiration or termination of this Agreement or otherwise. The terms of this Section shall not apply to any information that is public information.