05-09-11 Regular Meeting of La Porte City Council

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WAIVES ANY CLAIM (OTHER THAN ITS CLAIM FOR PAYMENT AS SPECIFIED IN THIS SECTION), IT MAY HAVE NOW OR IN THE FUTURE FOR FINANCIAL LOSSES OR OTTER DAMAGES RESULTING FROM THE CITY'S TERMINATION FOR CONVENIENCE. Termination for Cause by Contractor: Contractor may terminate its performance under this Agreement only if the City defaults and fails to cure the default after receiving written notice of it. Default by the City occurs if the City fails to perform one or more of its material duties under this Agreement. If a default occurs and Contractor wishes to terminate the Agreement, then Contractor must deliver a written notice to the city manager describing the default and the proposed termination date. The date must be at least 30 days after the city manager receives notice. Contractor, at its sole option, may extend the proposed termination date to a later date. If the City cures the default before the proposed termination date, then the proposed termination is ineffective. If the City does not cure the default before the proposed termination date, then Contractor may terminate its performance under this Agreement on the termination date. To effect final termination, the contractor must notify the city manager in writing. Termination for Cause by City: If Contractor defaults under this Agreement, the city manager may either terminate this Agreement or allow Contractor to cure the default as provided below. The City's right to terminate this Agreement for Contractor's default is cumulative of all rights and remedies, which exist now or in the future. Default by Contractor occurs if: (1) Contractor fails to perform any of its duties under this Agreement; (2) Contractor becomes insolvent; (3) all or a substantial part of Contractor's assets are assigned for the benefit of its creditors; or (4) a receiver or trustee is appointed for Contractor. If a default occurs, the city manager may, but is not obligated to, deliver a written notice to Contractor describing the default and the termination date. The city manager, at his or her sole option may extend the termination date to a Iaer date. If the city manager allows Contractor to cure the default and Contractor does so to the city manager's satisfaction before the termination date, then the termination is ineffective. If Contractor does not cure the default before the termination date, then the city manager may terminate this Agreement on the termination date, at no further obligation of the Corporation. To effect final termination, the city manager must notify Contractor in writing. After receiving the notice, Contractor shall, unless the notice directs otherwise, immediately discontinue all services under this Agreement, and promptly cancel all orders or subcontracts chargeable to this Agreement. 2 1