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S. TERMINATION <br />The City reserves the right to terminate the contract as follows: <br />A. In the event contractor fails or refuses to timely perform any of the provisions of <br />this 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. Contractor shall cure said default within a period of two (2) working days. If such <br />cure is not completed in a timely manner, City may assess liquidated damages and /or terminate <br />the agreement forthwith by giving written notice as set forth in this agreement to contractor's <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. Contractor <br />shall be responsible for all costs incurred by City, including replacement costs of equipment and <br />labor required to provide service during contractor's default. In the event of such termination for <br />cause, City shall pay contractor that portion of compensation specified in the agreement that is <br />earned and unpaid prior to the effective date of termination. Contractor shall not be entitled to <br />any compensation for lost profits it terminated for cause. <br />B. This agreement may be terminated with cause by City upon thirty (30) days <br />written notice delivered to the contractor either personally or by mail. Upon termination, City <br />shall pay to contractor that portion of compensation specified in the agreement that is earned and <br />unpaid prior to the effective date of termination. <br />C. In addition to, or in lieu of, remedies provided in this agreement or pursuant to <br />law, City shall have the right to withhold all or a. portion of contractor's compensation for <br />contract services if, in the judgment of the projects manager or designee, the level of service falls <br />below appropriate standards and /or contractor fails to satisfactorily perform contract services. <br />City shall have the right to retain funds withheld until the projects manager or designee <br />determines that contract services are performed as well and as frequently as required by this <br />agreement. <br />D. The City shall have the right to terminate this Agreement without cause upon <br />sixty (60) days written notice to the contractor. <br />9, CONFIDENTIALITY AND FILE SECURITY <br />Reasonable security provisions will be provided by Consultant to ensure that access to <br />the City computer records and tiles will be available to the City and any public access mutually <br />agreed upon by Contractor and the City. Consultant cannot guarantee against loss or alteration <br />of computer records but will take reasonable precautions to prevent such occurrences. <br />Consultant will hold all City data in strict confidence pursuant to the terms of this Agreement. <br />If either party receives from the other party information which due to the nature of such <br />information is reasonably understood to be confidential and/or propriety, the receiving party <br />agrees that it shall not use or disclosure such information except in the performance of this <br />Agreement and agrees to exercise the same degree of care it uses to protect its own information <br />25G -8 <br />