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�. �-�6 <br /> 4. Term and Termination. <br /> This Agreement shall remain in full force for ten (10) years from the date it is fully <br /> executed, and any or all parties' participation may only be terminated by written - <br /> agreement of all parties, or as otherwise set forth herein. Parties acknowledge that <br /> after expiration of the ten (10) year term, the City and the School District may enter into <br /> a new agreement and the County may not bt� panv to that new agreement. <br /> The only other instances in which one party may tertninate this Agreement are: <br /> a. Pursuant to the "default" provision of this Agreement; or <br /> b. If, after reviewing the initial bids, any one of the parties determines that <br /> participation is impractical. <br /> If a dispute arises out of or related to this Agreement, or the breach thereof, the parties <br /> shall endeavor to settle the dispute through direct discussions. If the dispute cannot be <br /> settled through discussions, the parties agree to first try, in good faith, to resolve the <br /> dispute by mediation before, and as a condition precedent to, the initiation of any <br /> adjudicative action or proceeding. <br /> Notwithstanding any other provision of this Agreement to the contrary, any failure by <br /> County, City or District to perForm any duty or obligation set forth in this Agreement, <br /> shall not be deemed a breach of or default in the performance of this Agreement if such <br /> failure to perform is caused by fire, earthquake, flood, hurricane, the elements, acts of <br /> God or the public enemy; actions, restrictions, limitations or interFerence of other <br /> governmental authorities or their agents; enforcement of applicable provisions of <br /> federal, state or local law; war; invasion; insurrection; rebellion; riots; strikes or lockouts; <br /> or inability to perform which is beyond the reasonable control of County, City or District. <br /> Default <br /> a. In the event of default by any party, any other party shall give written <br /> notice to the defaulting party of the default. The defaulting party shall <br /> have ninety (90} days from the day of written notice to cure the default, <br /> provided, that if the default cannot reasonably be cured within ninety (90) <br /> days, the defaulting party may commence to cure the default within said <br /> ninety (90) day period and shall diligently pursue all necessary and <br /> appropriate action to cure the default within a reasonable time thereafter. � <br /> b. The parties' respective remedies hereunder in the event of default shall be <br /> cumulative and in addition to all other rights and remedies which may <br /> accrue under this Agreement. <br /> 5. Availabilitv of Funds <br /> The parties may terminate this Agreement or a portion of the services referenced in the <br /> Exhibits based upon unavailability of Federal, State, or County funds, by providing <br /> written notice to the other parties as soon as is reasonably possible after they learn of <br /> said unavailability of outside funding, provided however, this Agreement may survive <br /> should the other two parties desire its continuation. <br /> Page 4 of 25 <br /> 10/1/2003 1:57 PM <br />