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REV: 05-18-22 RL 12. Either party shall have the right to terminate this Agreement by giving sixty (60) days written notice to the other party. 13. The Contractor shall not have the right to assign this Agreement to any other person or entity except with the prior written consent of the City. 14. The City agrees to pay the Contractor for the Services rendered pursuant to this Agreement the sum of Twenty-eight Dollars and Eighty-three Cents ($28.83) per hour, per Crossing Guard during the term. Based on a minimum of eighteen (18) sites the Contractor shall bill a minimum of 3.25 hours per day, per Crossing Guard, unless Contractor fails to perform service. Based upon a projected (10,530) hours of service the cost shall not exceed Three Hundred Three Thousand, Five Hundred Seventy-nine Dollars and Ninety Cents ($303,579.90) per year. 15. Payment is due within thirty (30) days of receipt of Contractor’s properly prepared invoice. 16. Contractor may request a price increase during the term as a result of any legally-mandated increases in wages or benefits imposed in the state or municipality in which the Services are to be performed and to which Contractor’s employees would be subject. Contractor shall provide City with 60 days- notice of its request to increase pricing. City agrees to review and respond to said notice within 30 days of receipt. 17. The City shall have an option to renew this Agreement. In the event this Agreement is extended beyond the end of the term set forth above, the compensation and terms for the Services shall be established by a written amendment to this Agreement. 18 This Agreement constitutes the complete and exclusive statement of the agreement among the parties with respect to the subject matter hereof and supersedes all prior written or oral statements among the parties, including any prior statements, warranties, or representations. This Agreement is binding upon and will inure to the benefit of the parties hereto and their respective heirs, administrators, executors, successors, and assigns. Each party hereto agrees that this Agreement will be governed by the law of the state in which the Services are to be performed, without regard to its conflicts of law provisions. Any amendments, modifications, or alterations to this Agreement must be in writing and signed by all parties. There will be no presumption against any party on the ground that such party was responsible for preparing this Agreement or any part of it. Each provision of this Agreement is severable from the other provisions. If any provision of this Agreement is declared invalid or contrary to existing law, the inoperability of that provision will have no effect on the remaining provisions of the Agreement which will continue in full force and effect. [SIGNATURES FOLLOW ON NEXT PAGE] ATTY/AGR.2022.055/All Cities (Crossing Guards) (Page 3 of 4)