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23. Termination. <br /> <br /> Either party may terminate this Agreement with or without cause by <br />providing 30 days notice in writing to the other party. The Authority may terminate <br />this Agreement at any time without prior notice in the event that Contractor commits <br />a material breach of the terms of this Agreement. Upon termination, this Agreement <br />shall become of no further force or effect whatsoever and each of the parties hereto <br />shall be relieved and discharged herefrom, subject to payment for acceptable <br />services rendered prior to the expiration of the notice of termination. Notwithstanding <br />the foregoing, the provisions of this Agreement concerning Retention of Records, <br />Rights to Material Produced, Confidential Information, Indemnification, and <br />Jurisdiction and Severability shall survive termination of this Agreement. <br /> <br />24. Default and Remedies. <br /> <br /> a. Each of the following shall constitute an event of Contractor <br />Default hereunder: <br /> <br /> 1. Failure to perform any obligation under this Agreement and failure to <br />cure such breach immediately upon receiving notice of such breach, if the breach is <br />such that the Authority determines the health, welfare, or safety of the public is <br />immediately endangered; <br /> <br /> 2. Failure to perform any obligation under this Agreement and failure to <br />cure such breach within fifteen (15) days of receiving notice of such breach, if the <br />breach is such that the Authority determines that the health, welfare, or safety of the <br />public is not immediately endangered, provided that if the nature of the breach is <br />such that the Authority determines it will reasonably require more than fifteen (15) <br />days to cure, Contractor shall not be in default if Contractor promptly commences the <br />cure and diligently proceeds to completion of the cure; or <br /> <br /> 3. Without limiting the generality of the foregoing, any Material Breach of <br />any term of this Agreement ("Material Breach" as used in this Agreement shall <br />include, but not be limited to, any failure to comply with the provisions of any section <br />of this Agreement stating that failure to comply with that section shall constitute a <br />material breach of this Agreement). <br /> <br /> b. Upon any Contractor Default, Authority shall have the right to <br />immediately suspend or terminate the Agreement, seek specific performance, and/or <br />seek damages including incidental, consequential and/or special damages to the full <br />extent allowed by law. <br /> <br />[Revised -- May 30,1997] raye <br />Contract dated 6/1/04 <br /> <br /> <br />