Agmt09 South Bay Recycling, LLC - Laserfiche WebLink

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1 orally in person or by telephone to the representative of Contractor designated in or 2 under Section 12.10 (or, if he/she is unavailable, to a responsible employee of 3 Contractor) and shall be effective immediately. Written confirmation of such oral 4 notice of suspension or termination shall be sent by personal delivery, facsimile, or 5 other expedited means of delivery to Contractor within twenty-four (24) hours of the 6 oral notification at the address shown in Section 12.09. Contractor shall continue to 7 perform the portions of the Agreement, if any, not suspended, in full conformity with 8 its terms. 9 B. The Authority may also suspend or terminate this Agreement, upon the same notice 10 provisions, if Contractor's ability to perform is prevented or materially interfered with 11 by a cause which excuses nonperformance under Section 11.09, despite the fact 12 that nonperformance in such a case is neither a breach nor a Contractor Default. 13 11.03 SPECIFIC PERFORMANCE 14 By virtue of the nature of this Agreement, the urgency of timely, continuous and high- 15 quality service and the lead time required to effect alternative service, the remedy of 16 damages for a breach hereof by Contractor is inadequate and Authority shall be entitled, 17 without limitation on any other remedy or right, to injunctive relief and specific 18 performance of Contractor's obligations under this Agreement. 19 11.04 RIGHT TO PERFORM; USE OF CONTRACTOR PROPERTY 20 If this Agreement is suspended and/or terminated due to a Contractor Default, the 21 Authority shall have the right to perform, by contract or otherwise, the work herein or 22 such part thereof as it may deem necessary. In the event of Contractor's Default, 23 Authority shall have the right to use any of Contractor's equipment, facilities and other 24 property reasonably necessary for the provision of services hereunder and for the billing 25 and collection of fees for those services and of revenues from the sale of Recyclable 26 Materials. Authority shall have the right to continue use of such property until other 27 suitable arrangements can be made for the provision of such services, which may 28 include the award of a contract to another service provider. 29 11.05 DAMAGES 30 Contractor shall be liable to Authority for all direct, indirect, special and consequential 31 damages arising out of Contractor's Default. This section is intended to be decJarative of 32 existing California law. 33 11.06 AUTHORITY'S REMEDIES CUMULATIVE 34 Authority's rights to suspend or terminate the Agreement under Section 11.02, to obtain 35 specific performance under Section 11.03, and to perform and use property under 36 Section 11.04 are not exclusive, and shall not be construed as a limitation on any of the 37 Authority's other rights or remedies, and the Authority's exercise of one such right shall 38 not constitute an election of remedies. Instead, they shall be in addition to any and all 39 other legal and equitable rights and remedies that the Authority may have, including a 40 legal action for damages under Section 11.05 or imposition of liquidated damages under 41 Section 11.07. 42 11.07 LIQUIDATED DAMAGES 43 The Parties acknowledge that efficient, consistent, and courteous operations of the 44 Shoreway Center is of utmost importance and the Authority has considered and relied 45 on Contractor's representations as to its quality of service commitment in entering into Operating Agreement for Shoreway Center Page - 43 - 7/30/09