Res 2005-105 - Laserfiche WebLink

Home Browse Search

The City of San Marcos Facilities Service Contract Company or of a major part of the Company's property, respectively, or the filing against the Company of a petition to reorganize the Company or pursuant to the Bankruptcy Code, which order shall not have been discharged or which filing shall not have been dismissed within 90 days after such issuance or filing, respectively. (B) Events of Default Requiring Previous Notice and Cure Opportunity for Termination. It shall be an Event of Default by the Company upon which the City may terminate this Service Contract, by notice to the Company, if: (1) any representation or warranty of the Company hereunder was false or inaccurate in any material respect when made, and the legality of this Service Contract or the ability of the Company to carry out its obligations hereunder; (2) the Company fails to obtain or maintain in full force and effect the Operations Performance Bond required by Article III as security for the performance of this Service Contract (unless the City has released the Company from its obligation to provide a Operations Performance Bond pursuant to Section 14.1); (3) the Company fails, refuses or otherwise defaults in its duty (a) to pay any amount required to be paid to the City under this Service Contract within 60 days following the due date for such payment, or (b) to perform any material obligation under this Service Contract (except as set forth in subsection (A) above, or unless such default is excused by an Uncontrollable Circumstance or City Breach. No such default under this subsection (B) shall constitute an Event of Default giving the City the right to terminate this Service Contract for cause unless the City has given prior written notice to the Company describing the default in reasonable detail and providing the Company an opportunity to correct the default within a reasonable period of time, and the Company has not initiated within a reasonable time (in any event not more than 30 days from the initial default notice) and continued with due diligence to carry out to completion all actions reasonably necessary to correct the default and prevent its recurrence. If the Company initiates actions to correct the default within such reasonable time and continues with due diligence to carry out to completion all such actions, the default shall not constitute an Event of Default during the period of time (in any event not more than 120 days from the initial default notice) the Company continues with due diligence to carry out to completion all such actions. SECTION 12.3. Other Remedies Upon Company Event of Default. The right of termination provided under this Article upon an Event of Default by the Company is not exclusive. If this Service Contract is terminated by the City for an Event of Default by the Company, the City shall have the right to pursue a cause of action for actual damages and to exercise all other remedies which are available to it under this Service Contract, under the Operations Performance Bond, and under Applicable Law. The Company shall not be entitled 85