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Page 3 <br />(Form Approved by City Attorney’s Office January 7, 2010, updated December 2, 2022) <br /> B. All requests for payment should be sent to: <br /> <br /> City of Everett <br /> Attn.: Heather Griffin 3200 Cedar Street <br /> Everett, WA 98201 <br /> <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. This information shall be <br />subject to review by the City, and if found to be unacceptable, Service Provider shall correct and <br />deliver to the City any deficient Work at Service Provider’s expense with all practical dispatch. <br />Service Provider shall abide by the City’s determinations concerning acceptability of Work. <br /> <br />7. Termination of Contract. City reserves the right to terminate this Agreement at any time <br />by sending written notice of termination to Service Provider (“Notice”). The Notice shall <br />specify a termination date (“Termination Date”) at least fourteen (14) days after the date the <br />Notice is issued. The Notice shall be effective (“Notice Date”) upon the earlier of either actual <br />receipt by Service Provider (whether by email, mail, delivery or other method reasonably <br />calculated to be received by Service Provider in a reasonably prompt manner) or three calendar <br />days after issuance of the Notice. Upon the Notice Date, Service Provider shall immediately <br />commence to end the Work in a reasonable and orderly manner. Unless terminated for Service <br />Provider’s material breach, the Service Provider shall be paid or reimbursed for: (a) all hours <br />worked and Eligible Expenses incurred up to the Notice Date, less all payments previously <br />made; and (b) those hours worked and Eligible Expenses incurred after the Notice Date, but prior <br />to the Termination Date, that were reasonably necessary to terminate the Work in an orderly <br />manner. Notices under this Section 7 shall be sent by the United States Mail to Service <br />Provider’s address provided herein, postage prepaid, or by delivery. In addition, Notices may <br />also be sent by any other method reasonably believed to provide Service Provider actual notice <br />in a timely manner, such as email. The City does not by this Section 7 waive, release or forego <br />any legal remedy for any violation, breach or non-performance of any of the provision of this <br />Agreement. At its sole option, and without limitation of or prejudice to any other available <br />remedy or recourse, the City may deduct from the final payment due the Service Provider (a) any <br />damages, expenses or costs arising out of any such violations, breaches, or non-performance and <br />(b) any other backcharges or credits. <br /> <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 <br />decrease in the scope of work (and resulting increase or decrease in compensation), shall: (a) be <br />made only in writing and signed by an authorized City representative, (b) be explicitly identified <br />as an amendment to this Agreement and (c) become a part of this Agreement. <br /> <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 /> <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 <br />arising out of, in connection with, or incident to any negligent or intentional acts, errors,