Common use of BREACHES AND DISPUTE RESOLUTION Clause in Contracts

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes arising in the performance of this Agreement which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITY. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR mails or otherwise furnishes a written appeal to the CITY Manager. In connection with any such appeal, the CONTRACTOR shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager shall be binding upon the CONTRACTOR and the CONTRACTOR shall abide be the decision. Unless otherwise directed by CITY, CONTRACTOR shall continue performance under this Agreement while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY and the CONTRACTOR arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY is located.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYMTTA's General Manager, or designee. This decision shall be final and conclusive unless within [ten (10) )] days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY MTTA's General Manager. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY MTTA's General Manager shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by CITYMTTA, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY MTTA and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY MTTA is located.

BREACHES AND DISPUTE RESOLUTION. Applicability – All contracts in excess of over $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures150,000. Disputes arising in the performance of this Agreement contract which are not resolved by agreement of the parties shall be decided in writing by the recipient’s authorized representative of CITYrepresentative. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR contractor mails or otherwise furnishes a written appeal to the CITY Managerrecipient’s CEO. In connection with any such appeal, the CONTRACTOR contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the recipient’s CEO shall be binding upon the CONTRACTOR contractor and the CONTRACTOR contractor shall abide be by the decision. FTA has a vested interest in the settlement of any violation of Federal law including the False Claims Act, 31 U.S.C. § 3729. Performance During Dispute - Unless otherwise directed by CITYthe recipient, CONTRACTOR contractor shall continue performance under this Agreement contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time ten days after the first observance of such injury of or damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the recipient and the CONTRACTOR contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State residing State. Rights and Remedies - Duties and obligations imposed by the contract documents and the rights and remedies available thereunder shall be in which CITY is locatedaddition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the recipient or contractor shall constitute a waiver of any right or duty afforded any of them under the contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYYCTD's Executive Director. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY ManagerExecutive Director. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the Executive Director shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be by the decision. Performance During Dispute - Unless otherwise directed by CITYYCTD, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the YCTD and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY the YCTD is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the YCTD, or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. 49 CFR Part 18 FTA Circular 4220.1E Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative City of CITYSanta Xxxx Purchasing Agent. This decision shall be final and conclusive unless within [ten (10) )] days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY ManagerPurchasing Agent. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the Purchasing Agent shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be by the decision. Performance During Dispute - Unless otherwise directed by CITYthe City of Santa Xxxx, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the City of Santa Xxxx and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY the City of Santa Xxxx is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the City of Santa Xxxx or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes arising in the performance of this Agreement contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYCouncil’s Director. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR consultant mails or otherwise furnishes a written appeal to the CITY ManagerCouncil’s Director. In connection with any such appeal, the CONTRACTOR consultant shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the Council’s Director shall be binding upon the CONTRACTOR consultant and the CONTRACTOR consultant shall abide be by the decision. Performance During Dispute - Unless otherwise directed by CITYthe Council, CONTRACTOR consultant shall continue performance under this Agreement while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time ten days after the first observance of such injury of or damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the Council and the CONTRACTOR consultant arising out of or relating to this agreement Agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State residing New York State. Rights and Remedies - Duties and obligations imposed by the contract documents and the rights and remedies available thereunder shall be in which CITY is locatedaddition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the recipient or consultant shall constitute a waiver of any right or duty afforded any of them under the Agreement, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYthe City. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY ManagerCity. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the City shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be by the decision. Performance During Dispute - Unless otherwise directed by CITYthe City, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Rights and Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes The duties and other matters in question between CITY obligations imposed by the Contract Documents and the CONTRACTOR arising out rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the City, Architect or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or relating acquiescence in any breach thereunder, except as may be specifically agreed in writing. APPENDIX A, 45 CFR PART 74--CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to this agreement the best of his or its breach will be decided by arbitration if the parties mutually agreeher knowledge and belief, or in a court of competent jurisdiction within the State in which CITY is located.that:

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITY(Recipient)'s [title of employee]. This decision shall be final and conclusive unless within [ten (10) )] days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY Manager[title of employee]. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the Administrator shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by CITYCCRTA, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the CCRTA and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY the CCRTA is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available there under shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the CCRTA or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach there under, except as may be specifically agreed in writing. LOBBYING Xxxx Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] - Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. APPENDIX A, 49 CFR PART 20--CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned certifies, to the best of his or her knowledge and belief, that:

BREACHES AND DISPUTE RESOLUTION. Applicability-All contracts in excess of over $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures100,000. Disputes arising in the performance of this Agreement contract which are not resolved by agreement of the parties shall be decided in writing by the recipient’s authorized representative of CITYrepresentative. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR contractor mails or otherwise furnishes a written appeal to the CITY Managerrecipient’s CEO. In connection with any such appeal, the CONTRACTOR contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the recipient’s CEO shall be binding upon the CONTRACTOR contractor and the CONTRACTOR contractor shall abide be by the decision. Performance During Dispute - Unless otherwise directed by CITYthe recipient, CONTRACTOR contractor shall continue performance under this Agreement contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time ten days after the first observance of such injury of or damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the recipient and the CONTRACTOR contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State residing State. Rights and Remedies - Duties and obligations imposed by the contract documents and the rights and remedies available thereunder shall be in which CITY is locatedaddition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the recipient or contractor shall constitute a waiver of any right or duty afforded any of them under the contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. ‌ All contracts in excess of over $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes arising in the performance of this Agreement contract which are not resolved by agreement of the parties shall be decided in writing by the recipient’s authorized representative of CITYrepresentative. This decision shall be final and conclusive unless within ten (10) 10 days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY Managerrecipient’s CEO. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the recipient’s CEO shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be by the decision. FTA has a vested interest in the settlement of any violation of Federal law including the False Claims Act, 31 U.S.C. § 3729. Performance During Dispute - Unless otherwise directed by CITYthe recipient, CONTRACTOR Contractor shall continue performance under this Agreement contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time ten days after the first observance of such injury of or damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the recipient and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State residing State. Rights and Remedies - Duties and obligations imposed by the contract documents and the rights and remedies available thereunder shall be in which CITY is locatedaddition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the recipient or Contractor shall constitute a waiver of any right or duty afforded any of them under the contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYTHE AUTHORITY’s Administrator. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR PTM mails or otherwise furnishes a written appeal to the CITY ManagerTHE AUTHORITY’s Administrator. In connection with any such appeal, the CONTRACTOR PTM shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager THE AUTHORITY’s Administrator shall be binding upon the CONTRACTOR PTM and the CONTRACTOR PTM shall abide be by the decision, provided, however, if PTM is dissatisfied with the decision of the Administrator, it shall have the right, within ninety (90) days of the Administrator’s decision to request arbitration of the dispute consistent with the “Remedies” section of this Section 41. Performance During Dispute - Unless otherwise directed by CITYTHE AUTHORITY, CONTRACTOR PTM shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall shall, subject to the limitation contained in Section 37, be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY THE AUTHORITY and the CONTRACTOR PTM arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY THE AUTHORITY is located. Rights and Remedies - Subject to the limitation contained in Section 37, the duties and obligations imposed by the Contract Documents and the rights and remedies available there under shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by THE AUTHORITY, or PTM shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach there under, except as may be specifically agreed in writing.

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITY(Recipient)'s [title of employee]. This decision shall be final and conclusive unless within [ten (10) )] days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY Manager[title of employee]. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the [title of employee] shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by CITY(Recipient), CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the (Recipient) and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY the (Recipient) is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. Lobbying 49 CFR Part 19  Clause and specific language therein are mandated by 49 CFR Part 19, Appendix A. Modifications have been made to the Clause pursuant to Section 10 of the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq. ]  Lobbying Certification and Disclosure of Lobbying Activities for third party contractors are mandated by 31 U.S.C. 1352(b)(5), as amended by Section 10 of the Lobbying Disclosure Act of 1995, and DOT implementing regulation, "New Restrictions on Lobbying," at 49 CFR § 20.110(d)  Language in Lobbying Certification is mandated by 49 CFR Part 19, Appendix A, Section 7, which provides that contractors file the certification required by 49 CFR Part 20, Appendix A. Modifications have been made to the Lobbying Certification pursuant to Section 10 of the Lobbying Disclosure Act of 1995.  Use of "Disclosure of Lobbying Activities," Standard Form-LLL set forth in Appendix B of 49 CFR Part 20, as amended by "Government wide Guidance For New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96) is mandated by 49 CFR Part 20, Appendix X. Xxxx Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] - Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non- Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. APPENDIX A, 49 CFR PART 20--CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that:

BREACHES AND DISPUTE RESOLUTION. All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures. Disputes - Disputes arising in the performance of this Agreement Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of CITYthe Director of Purchasing. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the CONTRACTOR Contractor mails or otherwise furnishes a written appeal to the CITY ManagerDirector of Purchasing. In connection with any such appeal, the CONTRACTOR Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of CITY Manager the Director of Purchasing shall be binding upon the CONTRACTOR Contractor and the CONTRACTOR Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by CITYthe City, CONTRACTOR Contractor shall continue performance under this Agreement Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Agreement Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between CITY the (Recipient) and the CONTRACTOR Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which CITY the (Recipient) is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.