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4. Ensure that an appropriate record is made of each executive session meeting of the <br />ED Board, and deliver the record to the City Clerk promptly after each such meeting. <br />5. Accept conflict of interest disclosure forms from members of the ED Board when <br />appropriate, and deliver the forms to the City Clerk promptly after receiving them. <br />The Chamber acknowledges and understands that the ED Board is subject to the Texas Open <br />Meetings Act (Texas Government Code Chapter 551) and the Conflict of Interest Law (Texas <br />Government Code Chapter 171), and that ED Board records are subject to the Texas Public <br />Information Act (Texas Government Code Chapter 552). The Chamber will familiarize itself <br />with these laws, and with City ordinances that apply to City boards and commissions, so that the <br />Chamber promotes and encourages compliance with these laws by the ED Board. <br />J. Subcontracting. The Chamber will not subcontract for the performance of any of its <br />services under this Agreement without the prior written consent of the City. <br />K. Financial Report; Audit. The Chamber agrees to submit to the City an annual <br />financial report and an audit prepared by a certified public accountant. <br />L. Separate Account. The Chamber shall maintain the funds provided by the City <br />under this Agreement in a separate account, and the Chamber shall not commingle the funds in <br />that account with any other money, or maintain them in any other account. The Chamber shall <br />maintain complete and accurate financial records of each expenditure of the funds and, at the <br />request of the City Manager or his designee, or of any other person, shall make the records <br />available for inspection and review during normal business hours. <br />M. Unspent Funds. Any funds allocated to the Chamber by the City which are <br />unencumbered or unexpended at the end of the any applicable fiscal year of the City or other <br />date of the termination of this Agreement shall be remitted to the City within 30 days from the <br />date thereof; provided, that the Chamber may retain one-twelfth of the funds after the date of <br />termination of this Agreement to pay for outstanding unpaid end-of-year authorized expenses <br />incurred during the term of this Agreement. <br />N. City Branding. Upon the City's completion of its branding project, and submission <br />of the new brand or logo to the Chamber, the Chamber will incorporate the brand or logo into <br />advertising programs initiated after the receipt of the new brand or logo. <br />SECTION 2. DUTIES AND AUTHORITY OF THE ECONOMIC DEVELOPMENT BOARD <br />A. Advice and Oversight. The ED Board will advise and provide oversight for the <br />Page 5 of 8