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SECTION 9. DELIVERY. All prices shall be F.O.B. Destination, Casselberry, Florida. We insist <br />delivery dates, as specified, be met. There will be no additional charge for multiple delivery locations. <br />SECTION 10. RESPONSIBILITES OF CONTRACTOR. Neither the CITY's review, approval or <br />acceptance of, nor payment for any of the required services shall be constr-led to operate as a waiver of <br />any rights under this Agreement or of any cause of action arising out of the performance of this <br />Agreement. CONTRACTOR shall be and always remain liable to CITY in accordance with applicable <br />law for any and all damages to CITY caused by CONTRACTOR'S negligent or wrongful provision of <br />any of the services provided under this Agreement. <br />SECTION 11. TERMINATION. The CITY reserves the right to cancel the contract without cause or <br />penalty with a minimum thirty (30) days written notice. <br />Termination or cancellation of the contract will not relieve the CONTRACTOR of any obligations for any <br />deliveries entered into prior to the termination of the contract (i.e. reports, statements of accounts, etc., <br />required and not received). <br />Termination or cancellation of the contract will not relieve the Contractor of any obligations or liabilities <br />resulting from any acts committed by the CONTRACTOR prior to the termination of the contract. <br />Termination for Default <br />The CITY's Purchasing Agent or other CITY representative shall notify, in writing, the CONTRACTOR <br />of deficiencies or default in the performance of its duties under the Contract, by regular mail (or <br />otherwise) to the address provided by the CONTRACTOR in this Contract. Three separate documented <br />instances of deficiency or failure to perform in accordance with the specifications contained herein shall <br />constitute cause for termination for default, unless specified elsewhere in the solicitation or this Contract, <br />whether or not the CONTRACTOR has received notice of those instances of deficiency. It shall be at the <br />City's discretion whether to exercise the right to terminate. Contractor shall not be found in default for <br />events arising due to acts of God. <br />Termination for City's Convenience <br />The performance of work under this Contract may be terminated in accordance with this clause in whole, <br />or from the time in part, whenever the CITY's Purchasing Agent shall determine that such termination is <br />in the best interest of the CITY. Any such termination shall be effected by the delivery by regular mail <br />(or otherwise) to the address provided by CONTRACTOR. A Notice of Termination specifying the <br />extent to which performance of work under the Contract is terminated, and the date upon which such <br />termination becomes effective. Upon such termination for convenience, CONTRACTOR shall be entitled <br />to payment, in accordance with the payment provisions, for services rendered up to the termination date <br />and the CITY shall have no other obligations to CONTRACTOR. The CONTRACTOR shall be <br />obligated to continue performance of Contract services, in accordance with this contract, until the <br />termination date and shall have no further obligation to perform services after the termination date. <br />SECTION 12. AGREEMENT AND PURCHASE ORDER IN CONFLICT. Whenever the terms of <br />this Agreement conflict with any Purchase Order issued pursuant to it, this Agreement shall prevail. <br />3 <br />