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07/22/2013 shall constitute a breach of this Agreement and may be cause for termination at the election of City or upon the direction of HUD. City may terminate this Agreement for cause after giving Contractor notice of any breach or default and thirty (30) days to cure said breach or default, provided however, that in the event such breach or default cannot be cured within thirty (30) days, Contractor shall have such additional time to cure said default as is reasonably required provided that Contractor has commenced to cure within the initial thirty (30) day period and is diligently prosecuting the cure. In the event of termination by whatever means, all finished and unfinished work shall become the property of City, and the City shall have the right to direct Contractor's actions with respect to access to materials. City reserves the right to waive any and all breaches of this Agreement, and any such waiver shall not be deemed a waiver of all previous or subsequent breaches. In the event City choose to waive a particular breach of this Agreement, it may condition same on payment by Contractor of actual damages occasioned by such breach of Agreement and shall make every effort to resolve the same quickly and amicably. The City may terminate this Agreement, by giving Contractor not less than five (5) days prior written notice, upon the occurrence of any of the following: (a) CDBG funds cease, for any reason, to be available to City; or (b) City has determined that the funds provided hereunder have been, or are being, used for purposes other than those described in Exhibit "A"; or (c) Contractor's failure 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. RESO.#15282 MUFF#608