Agmt09 South Bay Recycling, LLC - Laserfiche WebLink

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1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 11.08 38 39 40 41 42 43 44 45 46 this Agreement. The Parties further recognize that quantified standards of performance are necessary and appropriate to ensure consistent and reliable service. The Parties further recognize that if Contractor fails to achieve the performance standards identified in Attachment 10, the Authority will suffer damages and that it is and will be impracticable and extremely difficult to ascertain and determine the exact amount of damages that the Authority will suffer. Therefore, the Parties agree that the liquidated damage amounts listed on Attachment 10 represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the date of this Agreement, including the relationshtp of the sums to the range of harm to the Authority that reasonably could be anticipated and anticipation that proof of actual damages would be costly or inconvenient. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each party had ample opportunity to consult with legal counsel and obtain an explanation of this liquidated damage proVisi1.../.~ime that this Agreement w...asmade. .. ..... ,...._.".." Contractor Initial Here:. .t/ Authority Initial Here~ Contractor agrees to pay (as liquidated damages and not as a penalty) the amount set forth on Attachment 10. The Authority may determine the occurrence of events giving rise to liquidated damages based upon any or all of the following: Contractor's reporting pursuant to Article 9 of this Agreement; the observation of the Authority's or Contractor's employees, agents or representatives; and/or through investigation and/or reports by any third party or parties. The Authority may assess liquidated damages for each calendar day or event, as appropriate, that Contractor is determined to be liable in accordance with this Agreement. Contractor shall pay any liquidated damages assessed by the Authority within ten (10) days after they are assessed. The Authority's right to recover liquidated damages for Contractor's failure to meet the service performance standards shall not preclude Authority from obtaining equitable relief for persistent failures to meet such standards nor from terminating the Agreement for such persistent failures. Notwithstanding any other provision of this Agreement, if this Paragraph 11.07, Attachment 10, or any provision or requirement contained in either, is set aside or invalidated by a court for any reason, the provision and/or requirement that is set aside or invalidated shall be severed from the rest of this Agreement, and the Authority shall reserve and be entitled to any and all other rights and remedies available under this Agreement, law and equity. AUTHORITY DEFAULT The Authority shall be in default under this Agreement (flAuthority Default") in the event the Authority commits a material breach of the Agreement and fails to cure such breach within thirty (30) days after receiving notice from the Contractor specifying the breach, provided that if the nature of the breach is such that it will reasonably require more than thirty (30) days to cure, the Authority shall not be in default so long as the Authority promptly commences the cure and diligently proceeds to completion of the cure. In the event of an asserted Authority Default, Contractor shall continue to perform all of its obligations hereunder until a court of competent jurisdiction has issued a final judgment declaring that the Authority is in default. Operating Agreement for Shoreway Center Page - 44 - 7/30/09