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<br />8. TERMINATION. Either party may terminate this agreement without cause at any time <br /> <br />during the term hereof by giving the other party not less than thirty (30) days' prior written notice of such <br /> <br />termination. In the event of such termination, Contractor shall submit a final invoice for any expenditures <br /> <br />incurred to the date of termination. Contractor shall submit to City a final report of activities funded <br /> <br />hereunder within thirty (30) days from the date of termination. <br /> <br />Notwithstanding the foregoing, City may terminate this agreement upon the occurrence of either of <br /> <br />the following: <br /> <br />(a) Human Service Financial Assistance funds cease, for any reason, to be <br /> <br />available to City; or <br /> <br />(b) City has determined that the funds provided hereunder have been, or are <br /> <br />being, used for purposes other than those described in Exhibit A. <br /> <br />In either of the foregoing circumstances, City shall give Contractor not <br /> <br />less than five (5) days' prior written notice of termination of such reason. <br /> <br />Nothing contained in this paragraph shall be deemed to limit the right of the parties to terminate <br /> <br />this agreement for cause or otherwise to exercise any right or pursue any remedy which may accrue to <br /> <br />them. <br /> <br />9. AUDIT: MONITORING. City may audit the records and accounts of Contractor for the <br /> <br />purpose of verifying expenditures by Contractor of funds provided hereunder or verifying statements or <br /> <br />analyses made or provided by Contractor hereunder. Contractor shall respond to, and comply with, any <br /> <br />audit exception made or taken by City relating to Contractor's performance or failure to perform <br /> <br />hereunder. Contractor shall pay City the full amount owing to City determined to be owing as a result of <br /> <br />any such audit exception. <br /> <br />City shall monitor Contractor's Program and expenditures made pursuant to this agreement <br /> <br />quarterly to verify Contractor's compliance with this agreement and local contract requirements. <br /> <br />10. CONTRACTOR'S STATUS. In the performance of the obligations set forth in this <br /> <br />agreement, Contractor shall have the status of an independent contractor and shall not be deemed to be <br /> <br />an employee, agent or officer of City. <br /> <br />Atty/Agr/2006.062 <br />082206 <br /> <br />3 <br />