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I <br /> 12.14 Exhibits <br /> All exhibits referenced in and attached to this Agreement are incorporated by this <br /> reference, except as otherwise provided. <br /> 12.15 Amendments <br /> Amendments to this Agreement must be in writing and signed by an authorized <br /> representative of each of the Parties. The Executive Director of Operations or his/her <br /> designee, and the Mayor of Everett or his/her designee may execute amendments and <br /> revisions to the Agreement and its Exhibits of an administrative or management nature. <br /> 13.0 TERMINATION OF AGREEMENT <br /> 13.1 Termination for Default <br /> Either Party may terminate this Agreement, in whole or in part, in writing, if the other <br /> party substantially fails to fulfill its obligations under this Agreement through no fault of <br /> the other Party, provided that insofar as practicable, the Party terminating the <br /> Agreement will give the other Party the following: <br /> a. Written notice or intent to terminate 30 calendar days prior to the date of <br /> termination stating the manner in which the other Party has failed to perform <br /> the obligations under this Agreement; and <br /> b. An opportunity for the other Party to cure the default within 30 days of the <br /> notice of the intent to terminate. In such case, the notice will state the time <br /> period in which cure is permitted and any other appropriate conditions. <br /> If the Party on notice fails to remedy the default or the breach to the satisfaction of the <br /> Party not at fault within the time period established in the Notice of Termination or any <br /> extension granted by the Party not at fault, then this Agreement will be deemed <br /> terminated. <br /> 13.2 Termination for Convenience <br /> Either Party may terminate this Agreement for convenience, by providing the other Party <br /> written notice of intent to terminate at least 90 days before a scheduled service change. <br /> 13.3 Rights and Duties of Parties upon Termination <br /> Termination of this Agreement, by either Party, does not extinguish or release that Party <br /> from liability, claims, or obligations to the other Party existing as of the time of <br /> termination. Any costs incurred prior to proper notification of termination will be borne by <br /> the Parties in accordance with the terms of this Agreement and this Section. The <br /> release and indemnification provisions set forth in this Agreement and all remedial <br /> provisions shall survive termination of this Agreement. <br /> Upon termination of this Agreement by expiration or any other means, the Parties agree <br /> to work together in good faith to develop a coordinated plan for terminating the scope of <br /> work rendered up until the time of termination. Further, in the case of termination for <br /> convenience only, the terminating Party will pay reasonable contract close-out costs to <br /> Everett Station Operations&Maintenance Agreerntftt, December 2015 <br /> Page T2 of 13 <br />