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<br />
<br />HOTEL-MOTEL TAX FUND AGREEMENT
<br />WITH THE CITY OF EVERETT Page 6 of 13
<br />employment of County employees,” imposes certain restrictions on the subsequent employment
<br />and compensation of County employees. The Contractor represents and warrants to the County
<br />that it does not at the time of execution of this Agreement, and that it shall not during the term of
<br />this Agreement, employ a former or current County employee in violation of SCC 2.50.075. For
<br />breach or violation of these representations and warranties, the County shall have the right to
<br />terminate this Agreement without liability.
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<br />14. Compliance with Other Laws. The Contractor shall comply with all other
<br />applicable federal, state and local laws, rules, and regulations in performing this Agreement.
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<br />15. Compliance with Grant Terms and Conditions. The Contractor shall comply with
<br />any and all conditions, terms and requirements of any federal, state or other grant, if any, that
<br />wholly or partially funds the Contractor’s work hereunder.
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<br />16. Prohibition of Contingency Fee Arrangements. The Contractor warrants that it has
<br />not employed or retained any company or person, other than a bona fide employee working solely
<br />for the Contractor, to solicit or secure this Agreement and that it has not paid or agreed to pay any
<br />company or person, other than a bona fide employee working solely for the Contractor, any fee,
<br />commission, percentage, brokerage fee, gifts or any other consideration, contingent upon or
<br />resulting from the award or making of this Agreement. For breach or violation of this warranty,
<br />the County shall have the right to terminate this Agreement without liability or, in its discretion,
<br />to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such
<br />fee, commission, percentage, brokerage fee, gift or contingent fee.
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<br />17. Force Majeure. If either party is unable to perform any of its obligations under this
<br />Agreement as a direct result of an unforeseeable event beyond that party’s reasonable control,
<br />including but not limited to an act of war, act of nature (including but not limited to earthquake
<br />and flood), embargo, riot, sabotage, labor shortage or dispute (despite due diligence in obt aining
<br />the same), or governmental restriction imposed subsequent to execution of the Agreement
<br />(collectively, a “force majeure event”), the time for performance shall be extended by the number
<br />of days directly attributable to the force majeure event. Both parties agree to use their best efforts
<br />to minimize the effects of such failures or delays.
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<br />18. Suspension of Work. The County may, at any time, instruct the Contractor in
<br />writing to stop work effective immediately, or as directed, pending either further instructions from
<br />the County to resume the work or a notice from the County of breach or termination under Section
<br />19 of this Agreement.
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<br />19. Non-Waiver of Breach; Termination.
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<br />a. The failure of the County to insist upon strict performance of any of the
<br />covenants or agreements contained in this Agreement, or to exercise any option conferred by this
<br />Agreement, in one or more instances shall not be construed to be a waiver or relinquishment of
<br />those covenants, agreements or options, and the same shall be and remain in full force and effect.
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<br />b. If the Contractor breaches any of its obligations hereunder, and fails to cure
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