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B. All requests for payment should be sent to:
<br /> City of Everett
<br /> Attn,: Ruben Sanchez
<br /> 802 B.Mukiliteo Blvd.,Suite 100
<br /> Everett,WA 98203
<br /> 6, Submission of Reports and Other documents. The Service Provider shall submit all
<br /> reports and other documents as and when specified in Exhibit A. Said information shall be subject
<br /> to review by the City, and if found to be unacceptable, Service Provider shall correct and deliver
<br /> to the City any deficient Work at Service Provider's expense with all practical dispatch. Service
<br /> Provider shall abide by the City's determinations concerning acceptability of Work.
<br /> 7. Termination of Contract, City reserves the right to terminate this Agreement at any time by
<br /> sending written notice of termination to Service Provider("Notice"). The Notice shall specify a
<br /> termination date("Termination Date")at least fourteen(14)days after the date the Notice is issued.
<br /> The Notice shall be effective ("Notice Date") upon the earlier of either actual receipt by Service
<br /> Provider (whether by email, mail, delivery or other method reasonably calculated to be received
<br /> by Service Provider in a reasonably prompt manner) or three calendar days after issuance of the
<br /> Notice, Upon the Notice Date, Service Provider shall immediately commence to end the Work in
<br /> a reasonable and orderly manner, Unless terminated for Service Provider's material breach, the
<br /> Service Provider shall be paid or reimbursed for: (a) all hours worked and Eligible Expenses
<br /> incurred up to the 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, that were
<br /> reasonably necessary to terminate the Work in an.orderly mariner. Notices under this Section 7
<br /> shall be sent by the United States Mail to Service Provider's address provided herein, postage
<br /> prepaid, or by delivery. In addition, Notices may also be sent by any other method reasonably
<br /> believed to provide Service Provider actual notice in a timely mariner, such as email, The City
<br /> does not by this Section 7 waive, release or forego any legal remedy for any violation, breach or
<br /> non-performance of any of the provision of this Agreement, At its sole option, City may deduct
<br /> from the final payment due the Service Provider (a) any damages,expenses or costs arising out of
<br /> any such violations, breaches,or non-performance and (b) any other backcharges or credits.
<br /> 8, Changes, The City may, from time to time, unilaterally change the scope of the services of
<br /> the Service Provider to be performed hereunder, Such changes,including any increase or decrease
<br /> in the scope of work (and resulting increase or decrease in compensation),shall: (a) be made only
<br /> in writing and signed by an authorized City representative, (b) be explicitly identified as an
<br /> amendment to this Agreement and (c) become a part of this Agreement.
<br /> 9. Subletting/Assignment of Contracts, Service Provider shall not sublet or assign any of the
<br /> Work without the express,prior written consent of the City.
<br /> 10, Indemnification. Except as otherwise provided in this Section 10, the Service Provider
<br /> hereby agrees to defend and indemnify and save harmless the City from any and all Claims arising
<br /> out of, in connection with, or incident to any negligent or intentional acts, errors, omissions, or
<br /> conduct by Service Provider (or its employees, agents, representatives or
<br /> subcontractor's/subconsultants)relating to this Agreement,whether such Claims sound in contract,
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<br /> (Fonu Approved by City Attorney's Office January 7,2010,updated January 6,2022)
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