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July 15, 2024 Page 44 City of San Leandro Post Collection ARTICLE 10. 1689 DEFAULT AND REMEDIES 1690 10.1 EVENTS OF DEFAULT 1691 All provisions of the Agreement are considered material. Each of the following shall constitute an event 1692 of default, except where such performance failure is excused by a Force Majeure Event in accordance with 1693 Section 10.7. 1694 A. Fraud or Deceit. Contractor, its Affiliates, any Subcontractor, or any other Person employed by or 1695 with an ownership interest in Contractor, its Affiliates, or any Subcontractor practices, or attempts 1696 to practice, any fraud or deceit upon the City. 1697 B. Insolvency or Bankruptcy. Contractor becomes insolvent, unable, or unwilling to pay its debts, or 1698 upon entry of an order for relief in favor of Contractor in a bankruptcy proceeding. 1699 C. Failure to Maintain Coverage. Contractor fails to provide or maintain in full force and effect the 1700 Workers' Compensation, liability, or any other insurance coverage as required by this Agreement. 1701 D. Violations of Regulation. Contractor receives any notices, citations, orders, or filings of any 1702 regulatory body having authority over Contractor relative to this Agreement, provided that 1703 Contractor may contest any such orders or filings by appropriate proceedings conducted in good 1704 faith, in which case no breach or default of this Agreement shall be deemed to have occurred. 1705 E. Violations of Applicable Law. Contractor has been found by a court of proper jurisdiction to be in 1706 violation of Applicable Law (other than criminal law) directly or indirectly related to the 1707 performance of this Agreement, provided that Contractor may contest any such allegation or finding 1708 by appropriate proceedings conducted in good faith, in which case no breach or default of this 1709 Agreement shall be deemed to have occurred. 1710 F. Failure to Perform Direct Services. 1711 1. General. Contractor fails to Accept City Delivered Materials at the Approved Facility(ies) or 1712 ceases to provide Post-Collection Services as required under this Agreement for a period of 1713 two (2) consecutive calendar days or more, for any reason within the control of Contractor. 1714 2. Suspension or Termination of Service. There is any termination or suspension of the 1715 transaction of business by Contractor related to this Agreement lasting more than two (2) 1716 calendar days. 1717 3. Labor Unrest. Pursuant to Section 10.7, Contractor fails to perform services as required under 1718 this Agreement for any period of time due to labor unrest, including but not limited to strike, 1719 work stoppage or slowdown, sickout, picketing, or other concerted job action conducted by 1720 the Contractor’s employees or directed at the Contractor or an Affiliate; or any labor action 1721 initiated by Contractor, including but not limited to a lock-out. 1722 4. Facility Disruption. The Contractor is unable to use any of the Approved or Alternate Facilities 1723 under this Agreement for more than thirty (30) Days in a consecutive twelve (12) month 1724 period. 1725 Docusign Envelope ID: C78C62DE-8589-496F-8F5A-DEC38EE5853C