Common use of Termination for Default Clause in Contracts

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicable) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY’S performance standards 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR through the Manager, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicableConstruction) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein If contractor refuses or fails to meet prosecute the COUNTY’S performance standards 2. Deliver work or any separable part, with the supplies or to perform the services diligence that will insure its completion within the time specified in this contract specified, or any extension. 3. Make progress so as , or fails to endanger performance of complete the work within this contract 4. Perform time, or if contractor fails to comply with any of the other provisions of this contract. Prior to termination , the recipient may terminate this contract for default. The recipient shall terminate by delivering to contractor a notice of termination specifying the nature of default. In this event, the COUNTY will provide adequate written notice to recipient may take over the CONTRACTOR through work and compete it by contract or otherwise, and may take possession of and use any materials, appliances, and plant on the Manager, Procurement, affording them work site necessary for completing the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the noticework. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR Contractor and its sureties (if any) shall be liable for any damage to the COUNTY recipient resulting from contractor's refusal or failure to complete the CONTRACTOR’s default of work within specified time, whether or not contractor's right to proceed with the contractwork is terminated. This liability includes any increased costs incurred by the COUNTY recipient in completing contract performancethe work. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shallContractor's right to proceed shall not be terminated nor shall contractor be charged with damages under this clause if: 1. Stop i. Delay in completing the work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of arises from unforeseeable causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTYcontractor. Such Examples of such causes may include but are not restricted to include: acts of God, acts of COUNTY the recipient, acts of another contractor in sovereign capacity, fires, floods, lightning strikesthe performance of a contract with the recipient, epidemics, quarantine restrictions, strikes, freight embargoes; and ii. Contractor, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders within 10 days from the beginning of any governmental agency or official thereofdelay, and unusually severe weathernotifies the recipient in writing of the causes of delay. In every caseIf in the recipient’s judgment, delay is excusable, the time for completing the work shall be extended. The recipient’s judgment shall be final and conclusive on the parties, but subject to appeal under the Disputes clauses. If, after termination of contractor's right to proceed, it is determined that contractor was not in default, or that the delay must be beyond was excusable, the control rights and obligations of the claiming party. If CONTRACTOR is delayed in its performance parties will be the same as a result of if termination had been issued for the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for recipient’s convenience.

Termination for Default. 15.1. The COUNTY District may, by written notice to the CONTRACTORContractor, terminate this contract for default Agreement in whole or in part (delivery ordersat any time because of the failure of the Contractor to fulfill its contractual obligations. Upon receipt of such notice, if applicable) if the CONTRACTOR fails toContractor shall: (1. Provide products ) immediately discontinue all services affected (unless the notice directs otherwise); and (2) deliver to the District all information and material as may have been involved in the provision of services whether provided by the District or services that comply with generated by the specifications herein or fails to meet Contractor in the COUNTY’S performance standards 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4Agreement, whether completed or in process. Perform any Termination of this Agreement shall be as of the other provisions date stated in the notice to Contractor. 15.2. If the termination is due to the failure of this contract. Prior the Contractor to termination for defaultfulfill its contractual obligations, the COUNTY will provide adequate written notice to District may take over the CONTRACTOR through services, and complete the Managerservices by contract or otherwise. In such case, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) Contractor shall be liable to the District for any damage reasonable costs or damages occasioned to the COUNTY District thereby. The expense of completing the services, or any other costs or damages otherwise resulting from the CONTRACTOR’s default failure of the contract. This liability includes any increased costs incurred Contractor to fulfill its obligations, will be charged to the Contractor and will be deducted by the COUNTY District out of such payments as may be due or may at any time thereafter become due to the Contractor. If such costs and expenses are in completing excess of the sum which otherwise would have been payable to the Contractor, then the Contractor shall promptly pay the amount of such excess to the District upon notice of the excess so due. 15.3. If, after the notice of termination for failure to fulfill contract performanceobligations, it is determined that the Contractor has not so failed, the termination shall be deemed to have been effected for the convenience of the District. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no such event, any claim against adjustment shall be made as provided in the COUNTY prior section, Termination for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specifiedConvenience. 215.4. Terminate and settle all orders and subcontracts relating The Contractor shall not be entitled to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR anticipatory or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance consequential damages as a result of any termination under this section. Payment to the above causes, COUNTY, Contractor in accordance with this section shall upon written request constitute the Contractor’s exclusive remedy for any termination hereunder. The rights and remedies of CONTRACTOR, agree the District provided in this section are in addition to equitably adjust the provisions of any other rights and remedies provided by law or under this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenienceAgreement.

Termination for Default. The COUNTY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services that comply with the specifications herein or fails to meet the COUNTY’S County’s performance standards 2. Deliver deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contract 4. Perform perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementProcurement Division, affording them him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR CONSULTANT in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s CONSULTANT’S default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR CONSULTANT shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the The terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this If the CONSULTANT’S failure to perform the contract for default, when delays arise out of arises from causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTYthe CONSULTANT, the contract shall not be terminated for default. Such Examples of such causes may include but are not restricted to (1) acts of GodGod or the public enemy, (2) acts of COUNTY a government in its sovereign capacity, (3) fires, (4) floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.,

Termination for Default. The COUNTY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services that comply with the specifications herein or fails to meet the COUNTY’S County’s performance standards 2. Deliver deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contract 4. Perform perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementProcurement Division, affording them him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR CONSULTANT in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s CONSULTANT’S default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR CONSULTANT shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this If the CONSULTANT’S failure to perform the contract for default, when delays arise out of arises from causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTYthe CONSULTANT, the contract shall not be terminated for default. Such Examples of such causes may include but are not restricted to (1) acts of GodGod or the public enemy, (2) acts of COUNTY a government in its sovereign capacity, (3) fires, (4) floods, lightning strikes, (5) epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, (6) strikes and (7) unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services that comply with the specifications herein or fails to meet the COUNTY’S County’s performance standards 2. Deliver deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contract 4. Perform perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementProcurement Division, affording them him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR CONSULTANT in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s CONSULTANT’S default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR CONSULTANT shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this If the CONSULTANT’S failure to perform the contract for default, when delays arise out of arises from causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTYthe CONSULTANT, the contract shall not be terminated for default. Such Examples of such causes may include but are not restricted to (1) acts of GodGod or the public enemy, (2) acts of COUNTY a government in its sovereign capacity, (3) fires, (4) floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.,

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicable) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY’S performance standardsmeet 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR through the Manager, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services that comply with the specifications herein or fails to meet the COUNTY’S County’s performance standards 2. Deliver deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contract 4. Perform perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementProcurement Division, affording them him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR CONSULTANT in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s CONSULTANT’S default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR CONSULTANT shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicable) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY’S performance standardsmeet 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR through the Manager, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. wit The CONTRACTOR and its sureties (if any) shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services that comply with the specifications herein or fails to meet the COUNTY’S County’s performance standards 2. Deliver deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contract 4. Perform perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementProcurement Division, affording them him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR CONSULTANT in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s CONSULTANT’S default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR CONSULTANT shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the The terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this If the CONSULTANT’S failure to perform the contract for default, when delays arise out of arises from causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTYthe CONSULTANT, the contract shall not be terminated for default. Such Examples of such causes may include but are not restricted to (1) acts of GodGod or the public enemy, (2) acts of COUNTY a government in its sovereign capacity, (3) fires, (4) floods, lightning strikes, (5) epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, (6) strikes and (7) unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicable) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY’S performance standards. 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger the performance of this contract. 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR through the Manager, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.

Termination for Default. The COUNTY LIBRARY may, by written notice to the CONTRACTORCONSULTANT, terminate this contract for default in whole or in part (delivery orderstask authorizations, if applicable) if the CONTRACTOR CONSULTANT fails to: 1. Provide provide products or services SERVICES that comply with the specifications herein or fails to meet the COUNTY’S LIBRARY’s performance standards 2. Deliver deliver the supplies or to perform the services SERVICES within the time specified in this contract or any extension. 3. Make make progress so as to endanger performance of this contractContract 4. Perform perform any of the other provisions of this contractContract. Prior to termination for default, the COUNTY LIBRARY will provide adequate written notice to the CONTRACTOR CONSULTANT through the Manager, ProcurementLIBRARY’s Chief Financial Officer, affording them CONSULTANT the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) calendar days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement OrdinanceCONSULTANT. The CONTRACTOR and its sureties (if any) CONSULTANT shall be liable for any damage to the COUNTY LIBRARY resulting from the CONTRACTORCONSULTANT’s default of the contractContract. This liability includes any increased costs incurred by the COUNTY LIBRARY in completing contract performance. In the event of termination by the COUNTY LIBRARY for any cause, the CONTRACTOR CONSULTANT will have, in no event, any claim against the COUNTY LIBRARY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY LIBRARY the CONTRACTOR CONSULTANT shall: 1. : ⮚ Stop all work and SERVICES on the date and to the extent specified. 2. ⮚ Terminate and settle all orders and subcontracts sub-contracts relating to the performance of the terminated work. 3. work and SERVICES ⮚ Transfer all work and SERVICES in process, completed workwork and SERVICES, and other materials related to the terminated work and SERVICES as directed by the COUNTY. 4LIBRARY. ⮚ Continue and complete all parts of that work and SERVICES that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of If the CONSULTANT’S failure to perform the Contract arises from causes beyond the control and without the fault or negligence of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every casethe CONSULTANT, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision Contract shall not be interpreted to limit COUNTY’S right to terminate terminated for convenience.default. Examples of such causes include (1) acts of God or the public enemy,

Termination for Default. The COUNTY may, by written notice to the CONTRACTOR, terminate this contract for default in whole or in part (delivery orders, if applicable) if the CONTRACTOR fails to: 1. Provide products or services that comply with the specifications herein or fails to meet the COUNTY’S performance standardsstandard of care. 2. Deliver the supplies or to perform the services within the time specified in this contract or any extension. 3. Make progress so as to endanger performance of this contract 4. Perform any of the other provisions of this contract. Prior to termination for default, the COUNTY will provide adequate written notice to the CONTRACTOR through the Manager, Procurement, affording them the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension or debarment of the CONTRACTOR in accordance with the County’s Procurement Ordinance. The CONTRACTOR and its sureties (if any) shall be liable for any damage to the COUNTY resulting from the CONTRACTOR’s default of the contract. This liability includes any increased costs incurred by the COUNTY in completing contract performance. In the event of termination by the COUNTY for any cause, the CONTRACTOR will have, in no event, any claim against the COUNTY for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the COUNTY the CONTRACTOR shall: 1. Stop work on the date and to the extent specified. 2. Terminate and settle all orders and subcontracts relating to the performance of the terminated work. 3. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the COUNTY. 4. Continue and complete all parts of that work that have not been terminated. Neither CONTRACTOR nor COUNTY shall be liable, nor may cancel this contract for default, when delays arise out of causes beyond the control of CONTRACTOR or COUNTY. Such causes may include but are not restricted to acts of God, acts of COUNTY in sovereign capacity, fires, floods, lightning strikes, epidemics, quarantine restrictions, strikes, freight embargoes, wars, civil disturbances, work stoppage, power failures, laws, regulations, ordinances, acts or orders of any governmental agency or official thereof, and unusually severe weather. In every case, the delay must be beyond the control of the claiming party. If CONTRACTOR is delayed in its performance as a result of the above causes, COUNTY, shall upon written request of CONTRACTOR, agree to equitably adjust the provisions of this contract, including price and delivery, as may be affected by such delay. However, this provision shall not be interpreted to limit COUNTY’S right to terminate for convenience.