Agmt15 Habitat for Humannity Greater San Francisco

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11. TERMINATION. CITY may terminate this Agreement without cause at any time during the term hereof by giving the other parxy not less than thirty (30)days prior written notice of such termination. City may terrninate this Agreement by giving Contractor not less than five (5)days prior written notice, upon the occurrence of any of the following: a) Federal Community Development Block Grant funds cease to be available to City for any reason; or b) City determines that the funds provided hereunder have been or are being used for purposes other than those described in Exhibit B; or c) Contractor fails to perform under this Agreement. Nothing contained in this Paragraph 11 will be deemed to limit the right of the Parties to terminate this Agreement for cause or otherwise to exercise any right or pursue any remedy which may accrue to them. 12. CONTRACTOR'S STATUS. In the performance of the obligations set forth in this Agreement, Contractor will have the status of an independent contractor and will not be deemed to be an employee, agent or officer of City. Contractor agrees to maintain its status as a nonprofit co►poration and that its failure to do so shall be grounds for termination of this Agreement. 13. SUBCONTRACTING. Contractor will not subcontract any portion of the Project without prior w�itten approval of City. If Contractor subcontracts any portion of the Project, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship befinreen any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the REV:02-05-15 VR Page 6 of 33 ATTY/AGR.2015.025/Habitat for Humanity GSF Jefferson Site Acquisition