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1. Suspension or Termination by City <br /> Upon receipt of the notice of suspension or termination of any Contract, unless <br /> otherwise directed by the City in writing, the Agency shall: <br /> a. Stop work under the Contract on the date, and to the extent, specified in the <br /> notice; <br /> b. Place no further orders or subcontracts for materials, services, or facilities <br /> under that portion of the Contract that has been suspended or terminated; <br /> c. Complete performance of that part of the Contract, if any, which has not been <br /> suspended or terminated; <br /> d. Take such action as may be necessary for the protection and preservation of <br /> the property related to the Contract which is in the possession of the Agency <br /> and in which the City has or may acquire an interest; and <br /> e. Transfer title to the City of any property that was purchased with funds <br /> awarded under any Contract or any prior contract involving the same funding <br /> source and program purpose. <br /> 2. Termination by Agency <br /> a. The Agency may terminate any Contract for default, in whole or in part, by <br /> written notice to the City, if the Agency has a reasonable basis to believe that <br /> the City has: <br /> (i) Failed to meet or maintain any requirement for contracting with the Agency; <br /> (ii) Failed to perform under any provision of this Agreement or any Contract; <br /> (iii)Violated any law, regulation, rule, or ordinance applicable to this Agreement <br /> or any Contract; or <br /> (iv)Otherwise breached any provision or condition of this Agreement or any <br /> Contract. <br /> b. Before the Agency may terminate any Contract for lack of City performance,the <br /> Agency shall provide the City with written notice of the City's noncompliance <br /> with the Agreement or the Contract and provide the City a reasonable <br /> opportunity to correct the City's noncompliance. If the City does not correct the <br /> City's noncompliance within the period of time specified in the written notice of <br /> noncompliance, the Agency may then terminate the Contract. <br /> 3. Delivery and Preservation of City Assets; Recovery of Costs <br /> Upon termination of a Contract by either party, the Agency shall promptly deliver <br /> to the City all City assets (property) in the Agency's possession, including <br /> any material created under any Contract. Upon failure to return City property <br /> within ten (10) business days of the Contract termination, the Agency shall be <br /> Exhibit A <br /> City of Everett and Everett Gospel Mission <br /> Pallet Shelter Pilot Community Agreement <br /> Page 30 of 33 <br />