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<br />Consulting Services Agreement between City of San Leandro and Last revised 03/22/2021
<br />Fehr & Peers for Crosstown Class IV Corridors Study Page 12 of 17
<br />determination of Consultant’s unique personal competence, experience, and specialized
<br />personal knowledge. Moreover, a substantial inducement to City for entering into this
<br />Agreement was and is the professional reputation and competence of Consultant.
<br />Consultant may not assign this Agreement or any interest therein without the prior written
<br />approval of the Contract Administrator. Consultant shall not subcontract any portion of the
<br />performance contemplated and provided for herein, other than to the subcontractors noted
<br />in the proposal, without prior written approval of the Contract Administrator.
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<br />8.5 Survival. All obligations arising prior to the termination of this Agreement and all
<br />provisions of this Agreement allocating liability between City and Consultant shall survive
<br />the termination of this Agreement.
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<br />8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
<br />of this Agreement, City’s remedies shall include, but are not limited to, the following:
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<br />8.6.1 Immediately terminate the Agreement;
<br /> 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
<br />other work product prepared by Consultant pursuant to this Agreement;
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<br />8.6.3 Retain a different consultant to complete the work described in Exhibit A not
<br />finished by Consultant; or
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<br />8.6.4 Charge Consultant the difference between the cost to complete the work
<br />described in Exhibit A that is unfinished at the time of breach and the amount that
<br />City would have paid Consultant pursuant to Section 2 if Consultant had
<br />completed the work.
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<br />Section 9. KEEPING AND STATUS OF RECORDS.
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<br />9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
<br />models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
<br />records, files, or any other documents or materials, in electronic or any other form, that
<br />Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
<br />covered hereunder (the “Work Product”) shall be the property of the City. Consultant
<br />hereby agrees to deliver those documents to the City upon termination of the Agreement.
<br />It is understood and agreed that the documents and other materials, including but not
<br />limited to those described above, prepared pursuant to this Agreement are prepared
<br />specifically for the City and are not necessarily suitable for any future or other use. City
<br />and Consultant agree that, until final approval by City, all data, plans, specifications,
<br />reports and other documents are confidential and will not be released to third parties
<br />without prior written consent of both Parties.
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<br /> Nevertheless, the provisions above in this subsection shall not apply to any ideas,
<br />inventions, improvements, discoveries, methodologies, models, formats, software,
<br />algorithms, processes, procedures, designs, specifications, findings, data, analyses,
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