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The City reserves the right to terminate the contract, without penalty, for cause immediately or without cause. <br />In the event Contractor fails or refuses to timely perform any of the provisions of this <br />Agreement in the manner required, or if Contractor violates any provision of this Agreement, <br />Contractor shall be deemed in default. City shall provide written notice of such default to <br />Contractor's Project Manager. Contractor shall cure said default within in a period of two (2) <br />working days. If such cure is not completed in a timely manner, City may assess liquidated <br />damages or terminate the Agreement forthwith by giving written notice to Contractors <br />Project Manager. City may, in addition to the other remedies provided in this Agreement or <br />authorized by law, terminate this Agreement by giving written notice of termination. <br />Contractor shall be responsible for all costs incurred by City, including replacement costs of <br />equipment and labor required to provide service during Contractor's default. <br />2. This agreement may be terminated without cause by the City upon thirty (30) days written <br />notice delivered to the Contractor either personally or by mail. Upon termination, City shall <br />pay to Contractor that portion of compensation specified in the Agreement that is earned <br />and unpaid prior to the effective date of termination. <br />3. In addition to, or in lieu of, remedies provided in this Agreement or pursuant to law, City shall <br />have the right to withhold all or a portion of Contractor's compensation for contract services <br />if, in the judgment of the Project Manager or designee, the Contractor fails to satisfactorily <br />perform contract services. City shall have the right to retain funds withheld until the Project <br />Manager or designee determines that contract services are performed as required by this <br />Agreement. <br />6. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS <br />1. Contractor shall perform all requirements under this contract in strict observance of and in <br />compliance with all applicable environmental, traffic, safety and any other laws, regulations, <br />ordinances, codes and any other legislative or statutory requirements. <br />2. Contractor warrants that the performance of services under this contract shall be compliant <br />with the current requirements of the Occupational Safety and Health Act (OSHA) and as it <br />may be amended or updated throughout the term of this contract. <br />7. ASSIGNMENT <br />Inasmuch as this Contract is intended to secure the specialized services of Contractor, <br />Contractor may not assign, transfer, delegate or subcontract any interest herein without prior <br />written consent of City and any such assignment, transfer; delegation or subcontract without the <br />City's prior written consent shall be considered null and void. <br />F" <br />19D -20 <br />