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(10) days to cure such default. If the default remains uncured after ten (10) days.the City may <br />terminate this agreement <br />(i.) In the event, of termination, all finished and unfinished documents, data and other <br />work product prepared by Consultant (and sub consultant(s)) shall be delivered to <br />the City and the City shall compensate the Consultant for all services satisfactorily <br />performed prior to the date of termination, as provided in Paragraph 4 herein. <br />(ii.) Notwithstanding the foregoing, the Consultant shall not be relieved of liability to <br />the City for damages sustained by it by virtue of a breach of the agreement by <br />Consultant and the City may reasonably withhold payments to Consultant for the <br />purposes of set -off until such time as the exact amount of damages due the City <br />from the Consultant is determined. <br />B. Termination for Convenience of City. The City may, for its convenience and <br />without cause terminate the services then remaining to be performed at any time by given written <br />notice which shall become effective ten (10) days following receipt by Consultant. The terms of <br />Paragraphs A(i) and (ii) above shall be applicable hereunder. <br />C. Termination for Insolvency. The City also reserves the right to terminate the <br />remaining Services to be performed in the event the Consultant is placed either in voluntary or <br />involuntary bankruptcy or makes any assignment for the benefit of creditors. <br />10. ASSIGNMENTS. TRANSFERS, SUBCONTRACTING. The Consultant shall not <br />subcontract, assign or transfer any work under this agreement with the prior written consent of <br />the City. Should the Consultant subcontract any services under this agreement, it shall be done <br />with continued liability for the Consultant. The Consultant shall remain responsible for services, <br />responsibilities and liabilities of any person or entity acting under Consultant. <br />- 1 -1 TIM -E-OF- COMP -LE -T -ION The -ser vices - to-be- rendered -b3- the- Consultant_shall_be -. <br />commenced upon execution of this contract and shall be completed within the time specified in <br />Attachment "A ", attached hereto and made a part hereof. A reasonable extension of time shall <br />be granted in the event the work of the Consultant is delayed or prevented by the City or by <br />circumstances beyond the reasonable control of the Consultant including weather conditions of <br />acts of God which render the performance of the Consultant's duty impracticable. <br />12. RIGHT TO JURY TRIAL. Each of the parties reserves the right which they may have <br />to a jury trial in respect of any action, proceeding, litigation or counterclaim based hereon or <br />arising out of, under, on or in connection with this agreement or any course of conduct, course of <br />dealing, statements (whether verbal or written) or actions of either of party. <br />13. CONFIDENTIAL INFORMATION. The Consultant shall not, either during the term <br />of this Agreement or any time for a period of TEN (10) years subsequent to that date upon which <br />the Consultant shall leave the employment of the City for any reason whatsoever, disclose to any <br />person or entity, other than in the discharge of the duties of the Consultant under this Agreement, <br />any information which the City designates in writing as 'confidential." As a violation by the <br />Consultant of the provisions of this Section could cause irreparable injury to the City and there is <br />no adequate remedy at law for such violation, the City shall have the right, in addition to any <br />Page 5 of 7 <br />