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<br />state or local governmental guidelines, policies and available funding amounts, or for other <br />reasons. If such amendment results in a change in the funding, the scope of services, or schedule <br />of the activities to be undertaken as part of this Agreement, such modifications will be affected <br />only by written Amendment signed by both the County and La Porte. No more than two (2) <br />Amendments to the Agreement shall be allowed each year. <br />X. TERMINATION OF AGREEMENT <br />A. Automatic Termination <br />This Agreement automatically terminates at the end of the time of performance as specified in <br />Section III., Time of Performance, of this Agreement. <br />B. Termination Without Cause <br />Either party may terminate this Agreement at any time by giving written notice to the other party <br />of such termination and specifying the effective date thereof at least thirty (30) days before the <br />effective date of such termination. In the event of termination for convenience, all finished or <br />unfinished documents, data, studies, surveys, maps, models, photographs, reports or other <br />materials prepared by La Porte under this Agreement shall become the property of the County <br />and La Porte jointly, and La Porte shall be entitled to receive just and equitable compensation for <br />any satisfactory work completed on such documents or materials prior to the termination, unless <br />FTA has determined through monitoring and/or investigative practices, that La Porte is not <br />entitled to such compensation. <br />C. With Cause <br />The County may terminate this Agreement for cause, in whole or in part, if La Porte fails to <br />comply with any term of this Agreement, or with any of the rules, regulations or provisions <br />referred to herein; and the County may declare La Porte ineligible for any further participation in <br />the , in addition to other remedies as provided by law. If the <br />County has cause to believe La Porte is in noncompliance with this Agreement or any applicable <br />rules and regulations, the County may withhold up to twenty-five (25) percent of said Agreement <br />funds until such time as La Porte is found to be in compliance by the County, or is otherwise <br />adjudicated to be in compliance. <br />D. Partial Terminations <br /> <br />Partial terminations of the Scope of Services in Exhibit A may only be undertaken with the prior <br />approval of the County. <br />E. Breach of the Agreement <br />Termination of this Agreement shall not relieve La Porte of liability for any breach of this <br />Agreement that occurs prior to such termination or expiration. <br /> Page 17 of 58 <br /> <br />