Common use of TERMINATION AND SUSPENSION OF WORK Clause in Contracts

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County CodeCode of Miami-Dade County. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- non-cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) . The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) . The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. d) . In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) . In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- non-cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) and In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) . All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. aThis Agreement may be terminated for cause by the County for reasons including, but not limited to, (i) The County may terminate this Agreement if the Contractor commits an individual Event of Default (as defined below in Article 24) and fails to cure said Event of Default (as delineated below in Article 25), or corporation or other entity (ii) Contractor attempts to meet its contractual obligation obligations with the County through fraud, misrepresentation misrepresentation, or material misstatement. b. This Agreement may also be terminated for convenience by the County. Termination for convenience is effective on the termination date stated in the written notice provided by the County. If County terminates this Agreement for cause under Article 23(a) The above, the County may, as a further sanctionin its sole discretion, also terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for pay all direct and or indirect costs associated with such termination or cancellation, including attorney’s attorneys’ fees. c) . The foregoing notwithstanding, any individual, corporation or other entity which if the Contractors attempts to meet its contractual obligations with the County through fraud, misrepresentation misrepresentation, or material misstatement misstatement, the Contractor may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) . In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work Work on the date specified in the notice (the "the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- non-cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) vi. reimburse the County a proration of the fees paid annually based on the remaining months of the term per the compensation listed in Appendix B. In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) . All compensation pursuant to this Article are subject to audit. In the event the Contractor fails to cure an Event of Default timely, the County may terminate this Agreement, and the County or its designated representatives may immediately take possession of all applicable equipment, materials, products, documentation, reports, and data.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- non-cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County CodeCode of Miami-Dade County. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County Code. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice (the "the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- non-cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and and/or has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services;; and v. take no action which will increase the amounts payable by the County under this Agreement; and. f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) In the event the Contractor fails to cure an Event of Default timely, the County may terminate this Agreement, and the County or its designated representatives may immediately take possession of all applicable equipment, materials, products, documentation, reports and data. Given such a termination, the County will not owe any Early Termination Fees. h) All compensation pursuant to this Article are subject to audit.

TERMINATION AND SUSPENSION OF WORK. a) The This Agreement may be terminated for cause by the County may terminate this Agreement for reasons including, but not limited to, the following: (i) the Contractor commits an Event of Default (as defined below in Article 22) if an individual such Event of Default is not cured within 30 days of receipt of written notice; or corporation or other entity (ii) Contractor attempts to meet its contractual obligation obligations with the County through fraud, misrepresentation misrepresentation, or material misstatement. b) The If County terminates this Agreement for cause under Article 21(a)(ii) above, the County may, as a further sanctionin its sole discretion, also terminate or cancel any other contract(s) that such individual or corporation or other entity the Contractor has with the County and that such individualand, corporation if the County elects to terminate or cancel any other entity shall be contract(s) with the Contractor, the Contractor is responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees. c) The foregoing notwithstanding, any individual, corporation or other entity which if the Contractor attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement misstatement, the Contractor may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may also be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County CodeCode of Miami- Dade County. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) In the event that the County exercises its right to terminate this Agreement, Agreement under this Article 21 the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and fe) In the event that the County exercises its right to terminate this AgreementAgreement for cause under Article 21(a), the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. gf) All compensation pursuant to this Article are subject to audit. g) Contractor may terminate this Agreement and each Schedule for cause in the event of a material breach by the County if such breach is not cured within 30 days of receipt of written notice.

TERMINATION AND SUSPENSION OF WORK. a) The County may terminate this Agreement if an individual or corporation or other entity attempts to meet its contractual obligation with the County through fraud, misrepresentation or material misstatement. b) The County may, as a further sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has with the County and that such individual, corporation or other entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney’s fees.. D R A F T c) The foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five (5) years in accordance with the County debarment procedures. The Contractor may be subject to debarment for failure to perform and all other reasons set forth in Section 10-38 of the County CodeCode of Miami-Dade County. d) In addition to cancellation or termination as otherwise provided in this Agreement, the County may at any time, in its sole discretion, with or without cause, terminate this Agreement by written notice to the Contractor. e) All compensation pursuant to this Article are subject to audit. f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) In the event that the County exercises its right to terminate this Agreement, the Contractor shall, upon receipt of such notice, unless otherwise directed by the County: i. stop work on the date specified in the notice ("the Effective Termination Date"); ii. take such action as may be necessary for the protection and preservation of the County's materials and property; iii. cancel orders; iv. assign to the County and deliver to any location designated by the County any non- cancelable orders for Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement and not incorporated in the Services; v. take no action which will increase the amounts payable by the County under this Agreement; and f) In the event that the County exercises its right to terminate this Agreement, the Contractor will be compensated as stated in the payment Articles herein for the: i. portion of the Services completed in accordance with the Agreement up to the Effective Termination Date; and ii. non-cancelable Deliverables that are not capable of use except in the performance of this Agreement and has been specifically developed for the sole purpose of this Agreement, but not incorporated in the Services. g) All compensation pursuant to this Article are subject to audit.