25H - AGMT VACANT PROPERTY SECURITY DOORS

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6.4 The City warrants that it shall bear the sole cost and responsibility for all damage to the equipment, other than ordinary wear and tear to the extent that such damage (a) is caused by the City or its employees or agents; or (b) occurs prior to the expiration of the Service Period (except to the extent that the damages Is caused by the active negligence, recklessness, or willful misconduct of VPS or Its employees or agents, or by a malfunction in the equipment that is beyond the control of the City or Its employees or agents. If the Equipment Is stolen or damaged by the City or Its employees or agents beyond repair the City will pay for the Equipment at the cost to VPS to replace such Equipment. The City shall not have Equipment repaired without priorwritten permission from VPS. 7. TERMINATION 7.1 The City may request removal of Equipment or terminate a Contract without cause by giving at least one (1) week's prior written notice to VPS. Termination will take effect on proper receipt of such notice by VPS, subject to the provisions of section 4.3. If the City falls to notify VPS as provided herein, the Contract, at VPS option, will renew on the same basis as outlined on page 1 of this agreement, "Duration of Rental' until cancelled by either party. 7.2 Either Party may terminate or cancel a Contract with cause with Immediate effect by giving the other Party notice In the following circumstances: (a) the other Parry Is In material breach (includes the , City's breach of any of its payment obligations) of Its obligations under the Contract and either the breach cannot be corrected (includes the City's breach of any of Its payment obligations) or the Party in breach falls to correct It within 10 Business Days after receipt of a written notice from the other Party asking for the breach to be corrected; (b) a voluntary or Involuntary bankruptcy petition is filed by or against the otFe Party (i�u i�petition for reorganization, extension of payment, composition or adjustment of liabilities) and is not dismissed within 15 Business Days; (c) a receiver is appointed In respect of the other Party; or (d) the other Party makes an assignment for the benefit of its creditors. Notwithstanding anything to the contrary under these Terms or any other Contract, should VPS terminate or cancel any Contract, such termination or cancellation will discharge all existing obligations of VPS under such contract but shall In no way discharge any ofVPS's rights and remedies under any Contract or otherwise available to it at law or In equity. 7.3 Where the City sells/disposes of its Interest In a Site, such sale/disposition shall not terminate the relevant Contract which shall remain In full force and effect until terminated under section 7.1 or 7.2. 7.4 If the City falls to observe or perform any of the Terms in this Contract, VPS may exercise anyone or more of the following remedies: (a) terminate this agreement and take possession of and remove the Equipment from wherever located; (b) to declare the entire rent hereunder immediately due and payable and pursue all legal remedies In connection with the payment thereof; and/or (c) pursue any other remedies legally available to VPS. VPS and its agents will not be liable for any claims for damage or trespass arising out of tate removal of the Equipment. 8. EFFECTS OF EXIRATION/TERMINATION 25H-11