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<br />Any funds paid to Contractor (1) in excess of the amount to which Contractor is <br />authorized to retain under the terms of the Contractor; (2) that are determined by the <br />Treasury Office of Inspector General to have been misused; (3) are determined by <br />Treasury to be subject to a repayment obligation pursuant to section 603(e) of the Act; <br />or (4) are otherwise subject to recoupment by the City, and have not been repaid by <br />Contractor to the City shall constitute a debt to the City. <br />Any debts determined to be owed the City must be paid promptly by Contractor. A debt <br />is delinquent if it has not been paid by the date specified in the City’s initial written <br />demand for payment, unless other satisfactory arrangements have been made or if the <br />County knowingly or improperly retains funds that are a debt. The City will take any <br />actions available to it to collect such a debt. <br />Return of Unused Funds. If the Contractor has any unspent funds on hand as of the <br />earlier of December 31, 2024, or the termination of this Contract, Contractor shall <br />return all unspent funds to the City within ten (10) calendar days. <br />5. DISCLAIMER <br />The United States expressly disclaims any and all responsibility or liability to Contractor or third <br />persons for the actions of Contractor or third persons resulting in death, bodily injury, property <br />damages, or any other losses resulting in any way from the performance of the Contractor or <br />any other losses resulting in any way from the performance of the Contract, or any subcontract. <br />The acceptance of this Contract by Contractor does not in any way establish an agency <br />relationship between the United States and Contractor. <br />6. TERMINATION <br />For contracts in excess of $10,000 awarded by the City must address the termination for cause <br />and for convenience, including the manner by which it will be affected and the basis for <br />settlement. This clause extends to all third-party contractors and their contracts at every tier <br />and Contractors and their subcontracts at every tier. <br />A breach of the ARPA Contract Clauses may be grounds for termination of the Contract, and for <br />debarment as a contractor and subcontractor as provided in 29 C.F.R. §5.12. <br />A. Termination for Convenience <br />The City, by written notice, may terminate this Contract, in whole or in part, when it is in <br />the City’s interest, as determined by the City in its sole discretion. If this Contract is <br />terminated, the City shall be liable only for payment under the payment provisions of <br />this contract for services rendered before the effective date of termination. <br />B. Termination for Default [Breach or Cause] <br />If the Contractor does not deliver supplies in accordance with the delivery schedule, the <br />Contractor fails to perform in the manner called for in the Contract, or the Contractor <br />fails to comply with any other provision of the Contract, the City may terminate this <br />Contract for default. The City shall terminate by delivering to the Contractor a Notice of