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b.) Maintain its facilities where vending services are performed in a safe operating condition such that Contractor employees are not exposed to conditions which violate Occupational Safety and Health Act, or any federal, state or local law or regulation. c.) City shall provide building maintenance and janitorial service in the vending area, excluding the machines. 2. COMPENSATION In exchange for City's waiving its right to any portion of revenue from vending machine sales, Contractor shall provide vending products at reduced cost in City facilities. 3. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2008, unless terminated earlier in accordance with Section 4, below. The term of this Agreement may be extended for successive one -year terms, upon a writing executed by the City Manager and the City Attorney. 4. DEFAULT AND TERMINATION In the event a party hereto fails to perform or comply with this Agreement or any provision hereof, this Agreement may be terminated by the non - defaulting party by sending a Cancellation Notice describing the non - compliance. Upon receipt of such Cancellation Notice, the defaulting party shall have thirty (30) days from the date of such notice to cure any such non- compliance. if said default is not cured within the compliance period, this Agreement shall be terminated. The rights of termination referred to herein are not intended to be exclusive and are in addition to any other rights available to either party in law or in equity. 5. RIGHTS UPON TERMINATION Upon termination of this Agreement by either party, City shall permit Contractor reasonable access to City facilities, free from any claim of trespass, for the purpose of removing any vending equipment belonging to Contractor. Until such time as all Contractor's vending equipment is removed, each party's obligations shall continue as set forth in this Agreement. Contractor shall use its best efforts to leave each vendor site in the condition which it existed prior to installation, excepting reasonable wear and tear. 6. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer- employee relationship, ajoint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and