Common use of TERMINATION FOR CAUSE BY CITY Clause in Contracts

TERMINATION FOR CAUSE BY CITY. 5.3.1 If Architect/Engineer defaults under this Contract, the Director may either terminate this Contract or allow Architect/Engineer to cure the default as provided below. The City's rights and remedies provided in this Section 5.3 are in addition to all rights and remedies provided by law or under this Contract. Default by Architect/Engineer occurs if: 5.3.1.1 Architect/Engineer fails to perform any of its duties under this Contract; 5.3.1.2 Architect/Engineer becomes insolvent; 5.3.1.3 All or a substantial part of Architect/Engineer’s assets are assigned for the benefit of its creditors; or 5.3.1.4 A receiver or trustee is appointed for Architect/Engineer. 5.3.2 If a default occurs, the Director may deliver a written notice to Architect/Engineer describing the default and the termination date. The Director, at his or her sole option, may extend the termination date to a later date. If Architect/Engineer cures the default to the Director’s satisfaction before the termination date, then the termination is ineffective. If Architect/Engineer does not cure the default before the termination date, then the Director upon notice of termination, may terminate this Contract on the termination date, at no further obligation of the City. 5.3.3 To effect final termination, the Director must notify Architect/Engineer in writing. After receiving the notice, Architect/Engineer shall, unless the notice directs otherwise, immediately discontinue all services under this Contract, promptly cancel all orders or subcontracts chargeable to this Contract and deliver all materials, supplies, and work products accumulated in performing this Contract to a place designated by the Director. 5.3.4 In the event of termination due to Architect/Engineer's failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Architect/Engineer shall be liable to the City for any additional cost occasioned to the City thereby. 5.3.5 If after termination for failure to fulfill contract obligations, it is determined that the Architect/Engineer had not so failed, the termination shall be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided in Section 5.2.

TERMINATION FOR CAUSE BY CITY. 5.3.1 If Architect/Engineer Consultant defaults under this Contract, the Director may either terminate this Contract or allow Architect/Engineer Consultant to cure the default as provided below. The City's ’s rights and remedies provided in this Section 5.3 are in addition to all rights and remedies provided by law or under this Contract. Default by Architect/Engineer Consultant occurs if: 5.3.1.1 Architect/Engineer : Consultant fails to perform any of its duties under this Contract; 5.3.1.2 Architect/Engineer ; Consultant becomes insolvent; 5.3.1.3 ; All or a substantial part of Architect/EngineerConsultant’s assets are assigned for the benefit of its creditors; or 5.3.1.4 or A receiver or trustee is appointed for Architect/Engineer. 5.3.2 Consultant. If a default occurs, the Director may deliver a written notice to Architect/Engineer Consultant describing the default and the termination date. The Director, at his or her sole option, may extend the termination date to a later date. If Architect/Engineer Consultant cures the default to the Director’s satisfaction before the termination date, then the termination is ineffective. If Architect/Engineer Consultant does not cure the default before the termination date, then the Director upon notice of termination, may terminate this Contract on the termination date, at no further obligation of the City. 5.3.3 . To effect final termination, the Director must notify Architect/Engineer Consultant in writing. After receiving the notice, Architect/Engineer Consultant shall, unless the notice directs otherwise, immediately discontinue all services under this Contract, promptly cancel all orders or subcontracts chargeable to this Contract and deliver all materials, supplies, and work products accumulated in performing this Contract to a place designated by the Director. 5.3.4 . In the event of termination due to Architect/Engineer's Consultant’s failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Architect/Engineer Consultant shall be liable to the City for any additional cost occasioned to the City thereby. 5.3.5 . If after termination for failure to fulfill contract obligations, it is determined that the Architect/Engineer Consultant had not so failed, the termination shall be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided in Section 5.2.

TERMINATION FOR CAUSE BY CITY. 5.3.1 14.2.1 If Architect/Engineer Parking Operator defaults under this ContractAgreement, the Director may either terminate this Contract Agreement or allow Architect/Engineer Parking Operator to cure the default as provided below. The City's ’s rights and remedies provided in this Section 5.3 below are in addition to all rights and remedies provided by law or under this ContractAgreement. Default by Architect/Engineer occurs Parking Operator shall occur if: 5.3.1.1 Architect/Engineer 14.2.1.1 Parking Operator fails to observe or perform any of its duties under this ContractAgreement; 5.3.1.2 Architect/Engineer 14.2.1.2 Parking Operator becomes insolvent; 5.3.1.3 14.2.1.3 All or a substantial part of Architect/Engineer’s Operator's assets are assigned shall be assessed for the benefit of its Parking Operator's creditors; or 5.3.1.4 A 14.2.1.4 if a receiver or trustee is shall be appointed for Architect/EngineerParking Operator. 5.3.2 14.2.2 If a default occurs, the Director may may, but is not obligated to, deliver a written notice to Architect/Engineer Parking Operator describing the default and the time frame in which to cure the default along with a termination datedate if default is not cured. The Director, at his or her sole option, may extend the termination date to a later date. If Architect/Engineer cures the Director allows Parking Operator to cure such default and Parking Operator does so to the Director’s 's satisfaction before the termination date, then the proposed termination is shall be ineffective. If Architect/Engineer Director allows Parking Operator does not cure the default before the termination date, then the Director upon notice of termination, City may terminate its performance and Parking Operator's rights under this Contract on the termination Agreement as of such date, at no further obligation of the City. 5.3.3 14.2.3 To effect final termination, the Director must notify Architect/Engineer Parking Operator in writing. After receiving the notice, Architect/Engineer Parking Operator shall, unless the notice directs otherwise, immediately discontinue all services under this ContractAgreement, promptly cancel (or assign as instructed, in the discretion of the Director) all orders or subcontracts chargeable to this Contract Agreement and deliver all supplies, and materials, supplies, and work products accumulated in performing this Contract Agreement to a place designated by the Director. 5.3.4 14.2.4 In the event of termination due to Architect/EngineerParking Operator's failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Architect/Engineer Parking Operator shall be liable to the City for any additional cost occasioned to the City thereby. 5.3.5 14.2.5 If after termination of this Agreement for failure to fulfill contract obligationscause, it is determined that the Architect/Engineer had Parking Operator has not so failed, the termination shall be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided in Section 5.214.1.2.

TERMINATION FOR CAUSE BY CITY. 5.3.1 If Architect/Engineer Contractor defaults under this ContractAgreement, the Director may either terminate this Contract Agreement or any LOA executed under this Agreement or allow Architect/Engineer Contractor to cure the default as provided below. The City's rights and remedies provided in ’s right to terminate this Section 5.3 are in addition to Agreement or any LOA executed under this Agreement for Contractor’s default is cumulative of all rights and remedies provided by law which exist now or under this Contractin the future. Default by Architect/Engineer Contractor occurs if: 5.3.1.1 Architect/Engineer : Contractor fails to perform any of its duties under this Contract; 5.3.1.2 Architect/Engineer ; Contractor becomes insolvent; 5.3.1.3 All ; all or a substantial part of Architect/EngineerContractor’s assets are assigned for the benefit of its creditors; or 5.3.1.4 A or a receiver or trustee is appointed for Architect/Engineer. 5.3.2 Contractor. If a default occurs, the Director may may, but is not obligated to, deliver a written notice to Architect/Engineer Contractor describing the default and the termination date. The Director, at his or her sole option, may extend the termination date to a later date. If Architect/Engineer cures the Director allows Contractor to cure the default and Contractor does so to the Director’s satisfaction before the termination date, then the termination is ineffective. If Architect/Engineer Contractor does not cure the default before the termination date, then the Director upon notice of termination, may terminate this Contract Agreement or any LOA executed under this Agreement on the termination date, at no further obligation of the City. 5.3.3 . To effect final termination, the Director must notify Architect/Engineer Contractor in writing. After receiving the notice, Architect/Engineer Contractor shall, unless the notice directs otherwise, immediately discontinue all services under this ContractAgreement or any LOA executed under this Agreement, and promptly cancel all orders or subcontracts chargeable to this Contract and deliver all materials, supplies, and work products accumulated in performing Agreement or any LOA executed under this Contract to a place designated by the Director. 5.3.4 Agreement. In the event of termination due or expiration, whichever is earlier, Contractor shall transfer all City information, all City data, including but not limited to Architect/Engineer's failure to fulfill its obligationsCity-specific data Works, the City may take over the work and prosecute the same to completion by contract any other Work product created under this Agreement or otherwise. In such case, Architect/Engineer shall be liable any LOA executed under this Agreement to the City for any additional cost occasioned to the City thereby. 5.3.5 If after termination for failure to fulfill contract obligations, it is determined that the Architect/Engineer had within ninety days. Miscellaneous Contractor shall perform its obligations under this Agreement as an independent contractor and not so failed, the termination shall be deemed to have been effected for the convenience as an employee of the City. In The City has no control or supervisory powers over the manner or method of Contractor’s performance under this Agreement. All personnel Contractor uses or provides are its employees or subcontractors and not the City’s employees, agents, or subcontractors for any purpose whatsoever. Contractor is solely responsible for the compensation of its personnel, including but not limited to: the withholding of income, social security, and other payroll taxes and all worker's compensation benefits coverage. Timely performance by both parties is essential to this Agreement. However, neither party is liable for reasonable delays in performing its obligations under this Agreement to the extent the delay is caused by Force Majeure that directly impacts the City or Contractor. The event of Force Majeure may permit a reasonable delay in performance but does not excuse a party’s obligations to complete performance under this Agreement. Force Majeure means: fires, interruption of utility services, epidemics in the City, floods, hurricanes, tornadoes, ice storms and other natural disasters, explosions, war, terrorist acts against the City or Contractor, riots, strikes, court orders, and the acts of superior governmental or military authority, and which the affected party is unable to prevent by the exercise of reasonable diligence. The term does not include any changes in general economic conditions such eventas inflation, payment interest rates, economic downturn or other factors of general application; or an event that merely makes performance more difficult, expensive or impractical. Force Majeure does not entitle Contractor to extra Reimbursable Expenses or payment. This relief is not applicable unless the affected party does the following: (a) uses due diligence to remove the effects of the Force Majeure as quickly as possible and to continue performance notwithstanding the Force Majeure; and (b) provides the other party with prompt written notice of the cause and its anticipated effect. The Director will review claims that a Force Majeure that directly impacts the City or Contractor has occurred and render a written decision within 14 days. The decision of the Director is final. The City may perform contract functions itself or contract them out during periods of Force Majeure. Such performance is not a default or breach of this Agreement by the City. If the Force Majeure continues for more than 14 days from the date performance is affected, the Director may terminate this Agreement by giving 7 days’ written notice to Contractor. This termination is not a default or breach of this Agreement. CONTRACTOR WAIVES ANY CLAIM IT MAY HAVE FOR FINANCIAL LOSSES OR OTHER DAMAGES RESULTING FROM THE TERMINATION EXCEPT FOR AMOUNTS DUE UNDER THE AGREEMENT UP TO THE TIME THE WORK IS HALTED DUE TO FORCE MAJEURE. Contractor is not relieved from performing its obligations under this Agreement due to a strike or work slowdown of its employees. Contractor shall be made as provided in Section 5.2employ only fully trained and qualified personnel during a strike.

TERMINATION FOR CAUSE BY CITY. 5.3.1 12.2.1 If Architect/Engineer Bus Operator defaults under this ContractAgreement, the Director may either terminate this Contract Agreement or allow Architect/Engineer Bus Operator to cure the default as provided below. The City's ’s rights and remedies provided in this Section 5.3 below are in addition to all rights and remedies provided by law or under this ContractAgreement. Default by Architect/Engineer occurs Bus Operator shall occur if: 5.3.1.1 Architect/Engineer 12.2.1.1 Bus Operator fails to observe or perform any of its duties under this ContractAgreement; 5.3.1.2 Architect/Engineer 12.2.1.2 Bus Operator becomes insolvent; 5.3.1.3 12.2.1.3 All or a substantial part of Architect/Engineer’s Operator's assets are assigned shall be assessed for the benefit of its Bus Operator's creditors; or 5.3.1.4 A 12.2.1.4 if a receiver or trustee is shall be appointed for Architect/EngineerBus Operator. 5.3.2 12.2.2 If a default occurs, the Director may may, but is not obligated to, deliver a written notice to Architect/Engineer Bus Operator describing the default and the time frame in which to cure the default along with a termination datedate if default is not cured. The Director, at his or her sole option, may extend the termination date to a later date. If Architect/Engineer cures the Director allows Bus Operator to cure such default and Bus Operator does so to the Director’s 's satisfaction before the termination date, then the proposed termination is shall be ineffective. If Architect/Engineer Bus Operator does not cure the default before the termination date, then the Director upon notice of termination, City may terminate its performance and Bus Operator's rights under this Contract on the termination Agreement as of such date, at no further obligation of the City. 5.3.3 12.2.3 To effect final termination, the Director must notify Architect/Engineer Bus Operator in writing. After receiving the notice, Architect/Engineer Bus Operator shall, unless the notice directs otherwise, immediately discontinue all services under this ContractAgreement, promptly cancel (or assign as instructed, in the discretion of the Director) all orders or subcontracts chargeable to this Contract Agreement and deliver all materials, supplies, and materials, and work products product accumulated in performing this Contract Agreement to a place designated by the Director. 5.3.4 12.2.4 In the event of termination due to Architect/EngineerBus Operator's failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Architect/Engineer Bus Operator shall be liable to the City for any additional cost occasioned to the City thereby. 5.3.5 12.2.5 If after termination of this Agreement for failure to fulfill contract obligationscause, it is determined that the Architect/Engineer had Bus Operator has not so failed, the termination shall be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided in Section 5.212.1.2.

TERMINATION FOR CAUSE BY CITY. 5.3.1 14.2.1 If Architect/Engineer Parking Operator defaults under this ContractAgreement, the Director may either terminate this Contract Agreement or allow Architect/Engineer Parking Operator to cure the default as provided below. The City's ’s rights and remedies provided in this Section 5.3 below are in addition to all rights rigths and remedies provided by law or under this ContractAgreement. Default by Architect/Engineer occurs Parking Operator shall occur if: 5.3.1.1 Architect/Engineer 14.2.1.1 Parking Operator fails to observe or perform any of its duties under this ContractAgreement; 5.3.1.2 Architect/Engineer 14.2.1.2 Parking Operator becomes insolvent; 5.3.1.3 14.2.1.3 All or a substantial part of Architect/Engineer’s Operator's assets are assigned shall be assessed for the benefit of its Parking Operator's creditors; or 5.3.1.4 A 14.2.1.4 if a receiver or trustee is shall be appointed for Architect/EngineerParking Operator. 5.3.2 14.2.2 If a default occurs, the Director may may, but is not obligated to, deliver a written notice to Architect/Engineer Parking Operator describing the default and the time frame in which to cure the default along with a termination datedate if default is not cured. The Director, at his or her sole option, may extend the termination date to a later date. . If Architect/Engineer Parking Operator cures the such default to the Director’s 's satisfaction before the termination date, then the proposed termination is shall be ineffective. If Architect/Engineer Parking Operator does not cure the default before the termination date, then the Director upon notice of termination, City may terminate its performance and Parking Operator's rights under this Contract on the termination Agreement as of such date, at no further obligation of the City. 5.3.3 14.2.3 To effect final termination, the Director must notify Architect/Engineer Parking Operator in writing. After receiving the notice, Architect/Engineer Parking Operator shall, unless the notice directs otherwise, immediately discontinue all services under this ContractAgreement, promptly cancel (or assign as instructed, in the discretion of the Director) all orders or subcontracts chargeable to this Contract Agreement and deliver all materialswork product, supplies, and work products materials accumulated in performing this Contract Agreement to a place designated by the Director. 5.3.4 14.2.4 In the event of termination due to Architect/EngineerParking Operator's failure to fulfill its obligations, the City may take over the work and prosecute the same to completion by contract or otherwise. In such case, Architect/Engineer Parking Operator shall be liable to the City for any additional cost occasioned to the City thereby. 5.3.5 14.2.5 If after termination of this Agreement for failure to fulfill contract obligationscause, it is determined that the Architect/Engineer had Parking Operator has not so failed, the termination shall be deemed to have been effected for the convenience of the City. In such event, payment shall be made as provided in Section 5.214.1.2.