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MOU No.: M-02.5-18 <br />SCAG ProjecdOWP No.: 225-3564J2.11 <br />In addition to such other remedies as provided by law, in the event of noncompliance with any <br />grant condition or specific requirement of this MOU, this MOU may be terminated. <br />20. Termination of MOU <br />a. Termination for Convenience. Either Party may terminate this MOU at any time by giving <br />written notice to the other party of such termination at least thirty (30) calendar days before <br />the effective date of such termination. In such event, all finished or unfinished documents and <br />other materials as described in the MOU shall be provided to SCAG and CITY shall be paid <br />for all services performed provided the required consultation between CITY and SCAG has <br />been undertaken in accordance with Section 2(e) of this MOU. Further, the Party terminating <br />this MOU before the effective date of termination shall be responsible for any actual, incurred <br />termination costs incurred as a result of such termination notice. <br />b, Termination for Cause. If through any cause, CITY shall fail to timely and adequately fulfill its <br />obligations under this MOU, or if CITY violates any of the covenants, agreements, or <br />stipulations of this MOU, SCAG shall thereupon have the right to terminate the MOU by <br />giving not less than ten (10) calendar days written notice to CITY of the intent to terminate <br />and specifying the effective date thereof. SCAG shall provide a reasonable opportunity for <br />CITY to cure prior to termination. In no event shall such opportunity to cure extend beyond <br />the term of the MOU. In the event that SCAG invokes this termination clause, all finished or <br />unfinished documents and other materials as described in the MOU shall be returned to SCAG <br />at its option. <br />c. If through any cause, SCAG shall fail to timely and adequately fulfill its obligations under this <br />MOU, or if SCAG violates any of the covenants, agreements, or stipulations of this MOU, <br />CITY shall thereupon have the right to terminate the MOU by giving not less than ten (10) <br />calendar days written notice to SCAG of the intent to terminate and specifying the effective <br />date thereof. CITY shall provide a reasonable opportunity for SCAG to cure prior to <br />termination. in no event shall such opportunity to cure extend beyond the term of the MOU. <br />In the event that CITY invokes this termination clause, all finished or unfinished documents <br />and other materials as described in the MOU shall be retained to CITY at its option. <br />21. Non -Assignment <br />a. Neither Party shall assign this MOU, or any part thereof, without the written consent of each <br />Party to this MOU. Any assignment without such written consent shall be void and <br />unenforceable. <br />b. The covenants and agreement of this MOU shall inure to the benefit of, and shall be binding <br />upon each of the Parties and their respective successors and assignees. <br />22. Release of Information <br />CITY shall not release any information to a third party or otherwise publish or utilize any <br />information obtained or produced by it as a result of or in connection with the performance of <br />services under this Agreement without the prior written authorization of SCAG, except as required <br />by law and with prior written notice to SCAG. <br />Febmary 26, 2019 <br />Page 14 <br />RT- it ' <br />