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City, HUD, or its agent, or other authorized Federal officials for purposes of <br /> investigation to ascertain compliance with the rules, regulations and provisions <br /> stated herein. <br /> 11. TERMINATION. Either party may terminate this Agreement without <br /> cause at any time during the term hereof by giving the other party not less than <br /> thirty (30) days prior written notice of such termination. In the event of such <br /> termination, Contractor will submit a final invoice for any expenditure incurred up <br /> to and including the date of termination. Contractor will submit to City a final <br /> report of activities funded hereunder within thirty (30) days after the date of <br /> termination. <br /> Notwithstanding the foregoing, City may terminate this Agreement, by <br /> giving Contractor not less than five (5) days prior written notice, upon the <br /> occurrence of any of the following: <br /> a) Federal Community Development Block Grant funds cease, for any <br /> reason, to be available to City; or <br /> b) City has determined that the funds provided hereunder have been, or <br /> are being, used for purposes other than those described in Exhibits A <br /> and/or B; or <br /> c) Contractor's failure to perform under this Agreement. <br /> Nothing contained in this Paragraph 11 will be deemed to limit the right of <br /> the Parties to terminate this Agreement for cause or otherwise to exercise any <br /> right or pursue any remedy which may accrue to them. <br /> 12. CONTRACTOR'S STATUS. In the performance of the obligations <br /> set forth in this Agreement, Contractor will have the status of an independent <br /> contractor and will not be deemed to be an employee, agent or officer of City. <br /> 13. SUBCONTRACTING. Contractor will not subcontract any portion of <br /> the Project without prior written approval of City. If Contractor subcontracts any <br /> ATfY/AGR/2012.122/CDBG SPRING STREET SHELTER <br /> REV:08-31-12 VR <br /> Page 5 of 15 <br />