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governed by sound engineering practices. 9. TERM; TERMINATION. (a) The term of this Agreement shall commence upon the date first hereinabove written and shall expire upon completion of performance of services hereunder by Consultant. (b) Notwithstanding the provisions of (a) above, either party may terminate this Agreement without cause by giving written notice thereof not less than ten (10) days prior to the effective date of termination, which date shall be included in said notice. In the event of such termination, City/District shall compensate Consultant for services rendered, and reimburse Consultant for costs and expenses incurred, to the date of termination, calculated in accordance with the provisions of paragraph 2. In ascertaining the services actually rendered to the date of termination, consideration shall be given both to completed work and work in process of completion. Nothing herein contained shall be deemed a limitation upon the right of City/District to terminate this Agreement for cause, or otherwise to exercise such rights or pursue such remedies as may accrue to City/District hereunder. 10. RECORDS. Consultant shall keep and maintain accurate records of all time expended and costs and expenses incurred relating to services to be performed by Consultant hereunder. Said records shall be available to City/District for review and copying during regular business hours at Consultant's place of business or as otherwise agreed upon by the parties. 11. HOLD HARMLESS. Consultant hereby agrees to defend, indemnify, and save harmless City/District, its Council, Board, officers, commissions, boards, employees and agents, from and against any and all claims, suits, actions liability, loss, damage, expense, cost (including, without limitation, costs Agmt-060 4 OES:djk ~1/27~7