Early Termination of Contract. 11.1. Except as provided in Sections 5.4 and 5.5, if CAECD or County breaches a material provision of this contract, the other may notify the breaching party describing the breach and demanding corrective action. The breaching party has five business days from its receipt of the notice to correct the breach, or to begin and continue with reasonable diligence and in good faith to correct the breach. If the breach cannot be corrected within a reasonable time as agreed by the parties, despite the breaching party's reasonable diligence and good faith effort to do so, the parties may agree to terminate the contract or either party may invoke the dispute resolution process of Section 12. 11.2. If this contract is terminated under Section 11, CAECD and County are each entitled to compensation for goods and services each provided the other before receiving notice of the suspension or termination. However, neither CAECD nor County is liable to the other for costs it paid or incurred under this contract after or in anticipation of its receipt of notice of suspension or termination. 11.3. Termination for breach under Section 11.1 does not waive either party's claim for direct damages resulting from the breach, and both CAECD and County among other remedies may withhold from compensation owed the other an amount necessary to satisfy its claim against the other. 11.4. The ending of this contract under Section 3 or its early termination under this Section 11 does not affect County's duty: (1) to repay CAECD for expenditures made in violation of applicable law or policy in accordance with Sections 5.4 and 5.5; (2) to preserve its records and permit inspection, copying, and auditing of its records and visitation of its premises and personnel under Section 9.
Appears in 2 contracts
Samples: Interlocal Contract, Interlocal Contract
Early Termination of Contract. 11.1. Except as provided in Sections 5.4 and 5.5Section 5.4, if CAECD or County breaches a material provision of this contract, the other may notify the breaching party describing the breach and demanding corrective action. The breaching party has five business days from its receipt of the notice to correct the breach, or to begin and continue with reasonable diligence and in good faith to correct the breach. If the breach cannot be corrected within a reasonable time as agreed by the parties, despite the breaching party's reasonable diligence and good faith effort to do so, the parties non-breaching party may agree to terminate the contract or either party may invoke the dispute resolution process of Section 12.
11.2. If this contract is terminated under Section 11, CAECD and County are each entitled to compensation for goods and services each provided the other before receiving notice of the suspension or termination. However, neither CAECD nor County is liable to the other for costs it paid or incurred under this contract made after or in anticipation of its receipt of notice of suspension or termination.
11.3. Termination for breach under Section 11.1 does not waive either party's claim for direct damages resulting from the breach, and both CAECD and County among other remedies may withhold from compensation owed the other an amount necessary to satisfy its claim against the other.
11.4. The ending termination of this contract either under Section 3 4 or its early termination under this Section 11 does not affect County's duty:
(1) to A. To repay CAECD for expenditures made in violation of applicable law APPLICABLE LAW or policy POLICY in accordance with Sections 5.4 and 5.5;; and
(2) to B. To preserve its records and permit inspection, copying, and auditing of its records and visitation of its premises and personnel under Section 9.
Appears in 2 contracts
Samples: Interlocal Contract, Interlocal Contract
Early Termination of Contract. 11.1. Except as provided in Sections 5.4 and 5.5Section 5.4, if CAECD or County breaches a material provision of this contract, the other may notify the breaching party describing the breach and demanding corrective action. The breaching party has five business days from its receipt of the notice to correct the breach, or to begin and continue with reasonable diligence and in good faith to correct the breach. If the breach cannot be corrected within a reasonable time as agreed by the parties, despite the breaching party's reasonable diligence and good faith effort to do so, the parties may agree to terminate the contract or either party may invoke the dispute resolution process of Section 12.
11.2. If this contract is terminated under Section 11, CAECD and County are each entitled to compensation for goods and services each provided the other before receiving notice of the suspension or termination. However, neither CAECD nor County is liable to the other for costs it paid or incurred under this contract after or in anticipation of its receipt of notice of suspension or termination.
11.3. Termination for breach under Section 11.1 does not waive either party's claim for direct damages resulting from the breach, and both CAECD and County among other remedies may withhold from compensation owed the other an amount necessary to satisfy its claim against the other.
11.4. The ending of this contract under Section 3 4 or its early termination under this Section 11 does not affect County's duty:
(1) to A. To repay CAECD for expenditures made in violation of applicable law or policy in accordance with Sections 5.4 and 5.5;
(2) to B. To preserve its records and permit inspection, copying, and auditing of its records and visitation of its premises and personnel under Section 9.
Appears in 1 contract
Samples: Interlocal Contract