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5 <br /> after receipt of such notice (or such later date as may be specified in such notice), then <br /> this Agreement will terminate. <br /> 5.3 Termination of Contract City of Everett <br /> City of Everett reserves the right to terminate this Agreement at any time by <br /> sending written notice of termination to PSE ("Notice"). The Notice shall specify <br /> a termination date ("Termination Date") at least fourteen (14) days after the date <br /> the Notice is issued. The Notice shall be effective ("Notice Date")upon the earlier <br /> of either actual receipt by PSE (whether by fax, mail, delivery or other method <br /> reasonably calculated to be received by PSE in a reasonably prompt manner) or <br /> three calendar days after issuance of the Notice. Upon the Notice Date, PSE shall <br /> immediately commence to end the Work in a reasonable and orderly manner. <br /> Unless terminated for PSE's material breach,PSE shall be paid or reimbursed for <br /> (a) all pre-rinse spray head installations incurred up to the Notice Date, less all <br /> payments previously made; and (b)those pre-rinse spray head installations <br /> incurred after the Notice Date,but prior to the Termination Date, that were <br /> reasonably necessary to terminate the Work in an orderly manner. The Notice <br /> shall be sent by the United States Mail to PSE's address provided herein,postage <br /> prepaid, certified or registered mail, return receipt requested, or by delivery. In <br /> addition, the Notice may be sent by any other method reasonably believed to <br /> provide PSE actual notice in a timely manner, such as fax. City of Everett does not <br /> by this section waive, release, or forego any legal remedy for any violation, <br /> breach, or non-performance of any of the provision of this Agreement. At its sole <br /> option, City of Everett may deduct from the final payment due PSE (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. City of Everett shall not pay <br /> PSE for any expenses incurred or work done following the effective date of <br /> termination unless authorized in writing by City of Everett before the expenses are <br /> incurred or the work is done. <br /> 5.4 Termination of Contract by Snohomish <br /> Snohomish reserves the right to terminate this Agreement at any time by sending <br /> written notice of termination to PSE ("Notice"). The Notice shall specify a <br /> 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 <br /> either actual receipt by PSE (whether by fax,mail, delivery or other method <br /> reasonably calculated to be received by PSE in a reasonably prompt manner) or <br /> three calendar days after issuance of the Notice. Upon the Notice Date, PSE shall <br /> immediately commence to end the Work in a reasonable and orderly manner. <br /> Unless terminated for PSE's material breach, PSE shall be paid or reimbursed for <br /> (a) all pre-rinse spray head installations incurred up to the Notice Date, less all <br /> payments previously made; and (b)those pre-rinse spray head installations <br /> PAGE 6 <br /> • 16 <br />