Consulting Services Agreement 2019 Economic and Planning Systems Inc

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13.0 TERMINATION 13 1 This Agreement may be terminated by either party for matenal breach or default of this Agreement by the other party not caused by any action or omission of the other party by giving the other party written notice at least thirty (30) days in advance of the termination date. Termination pursuant to this subsection shall not prevent either party from exercising any other legal remedies which may be available to it. 13.2 In addition to the foregoing, this Agreement may be terminated by the Commission for its convenience and without cause of any nature by giving written notice at least fifteen (15) days in advance of the termination date. In the event of such termination, the Consultant will be paid for the reasonable value of the services rendered to the date of termination, not to exceed a pro -rated daily rate, for the services rendered to the date of termination, and upon such payment, all obligations of the Commission to the Consultant under this Agreement will cease Termination pursuant to this subsection shall not prevent either party from exercising any other legal remedies which may be available to it. 14.0 INSPECTION AND AUDIT The Commission and its duly authorized representatives shall have access to any books, documents, papers, and records of the Consultant that are related to this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. 15.0 DOCUMENTS All computer input and output, analyses, plans, documents photographic images, tests, maps, surveys, electronic files and written material of any kind generated in the performance of this Agreement or developed for the Commission in performance of the Services are and shall remain the sole and exclusive property of the Commission. A11 such materials shall be promptly provided to the Commission upon request therefor and at the time of termination of this Agreement, without further charge or expense to the Commission. Consultant shall not provide copies of any such material to any other party without the prior written consent of the Commission. 16.0 ENFORCEMENT 16 1 In the event that suit is brought upon this Agreement to enforce its terms, the prevailing party shall be entitled to its reasonable attorneys' fees and related court costs. 16.2 This Agreement shall be deemed entered into in Boulder County, Colorado, and shall be governed by and interpreted under the laws of the State of Colorado Any action arising out of, in connection with, or relating to this Agreement shall be filed in the District Court of Boulder County of the State of Colorado, and in no other court. Consultant hereby waives its right to challenge the personal jurisdiction of the District Court of Boulder County of the State of Colorado over it. 6