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or three calendar days after issuance of the Notice. Upon the Notice Date <br /> Contractor shall immediately commence to end the Work in a reasonable and <br /> orderly manner. Unless terminated for Contractor's default Contractor shall be paid <br /> or reimbursed for: (a) all hours worked and Eligible Expenses incurred up to the <br /> Notice Date, less all payments previously made; and (b) those hours worked and <br /> Eligible Expenses incurred after the Notice Date,but prior to the Termination Date, <br /> that were reasonably necessary to terminate the Work in an orderly manner. The <br /> Notice shall be sent by the United States Mail to Contractor to the address provided <br /> herein,postage prepaid, certified or registered mail, return receipt requested, or by <br /> delivery. In addition,the Notice may also be sent by any other method reasonably <br /> believed to provide Contractor actual notice in a timely manner,such as email. The <br /> City does not by this section waive, release, or forego any legal remedy for any <br /> violation, breach, or non-performance of any of the provisions in this Agreement. <br /> At its sole option, City may deduct from the final payment due Contractor(a) any <br /> damages, expenses or costs arising out of any such violations, breaches, or non- <br /> performance and (b) any other backcharges or credits. The City shall not pay <br /> Contractor for any expenses incurred or work done following the effective date of <br /> termination unless authorized in writing by the City before the expenses are <br /> incurred or the work is done. <br /> F. Event of Default. Either party may terminate this Agreement upon the occurrence <br /> of an Event of Default by the other party in accordance with the provisions of <br /> Section 8. <br /> G. No Waiver. By terminating this Agreement in accordance with this Section 8 and <br /> Section 9, neither party shall be deemed to have waived any action it might have, <br /> in law or equity,by reason of a breach of or default under this Agreement. <br /> H. Payment Obligations. Contractor agrees to assume full responsibility for payment <br /> and other obligations entered into by Contractor without written approval by the <br /> City of Everett with third parties while performing work or services in connection <br /> with the terms of this Agreement; and further, Contractor agrees to hold the City <br /> harmless, defend and indemnify the City from all claims and all other assessments <br /> including third party vendors and suppliers as a result thereof. <br /> Facility Condition. Contractor shall leave the Facility in the same or better <br /> condition as received, normal wear and tear accepted. The parties shall jointly <br /> conduct a final inspection and, if after notice from the City of any deficiencies and <br /> failure to timely correct, the City may at the expense of the Contractor correct any <br /> deficiencies. <br /> J. Possible Golf Course Closure. Contractor acknowledges that the City intends to <br /> explore alternative uses for one of the golf course properties. This could result in <br /> closure of one of the golf courses. The City is very early in the process specific to <br /> consideration of alternative golf course property uses. The City has made no <br /> decisions at this time. Accordingly, notwithstanding any other provision in the <br /> Agreement,the parties agree as follows: <br /> 8 <br />