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damages and not as a penalty, refund or pay all amounts paid to the County Clerk, vendors or <br />contractors designated by the County Clerk, reasonable court costs and attorneys' fees, and other <br />itemized costs for the Election paid by the City, and shall, at the next available November election <br />date, coordinate the election for the City at no cost to the City. Likewise, as liquidated damages and <br />not as a penalty, in the event that the cause arises from the negligence or other error of the City, the <br />City shall pay the County Clerk its reasonable court costs, attorneys' fees and lost County Clerk staff <br />time arising from litigation relating to the Election plus $1,000. <br /> <br /> 3.10 Conflicts of this Contractwith the Law, Impairrnent. In the event that any provision <br />in this Contract conflicts with the law, this Contract shall be modified to conform to such law or <br />resolution. No subsequent resolution of the board of county commissioners shall impair the rights of <br />the County Clerk or the City hereunder without the consent of the other party to this Contract. <br /> <br /> 3.11 Time of Essence. Time is of the .essence of this Contract. The statutory time <br />requirements of the Code shall apply to completion of the tasks required by this Contract. <br /> <br /> 3.12 Good Faith. The Pm-ties shall implement this Contract in good faith, including acting <br />in good faith in all matters that require joint or coordinated action. <br /> <br />IN WITNESS WHEREOF, the parties hereto have signed this Contract. <br /> <br />Boulder County <br /> <br />City of Louisville <br /> <br />Charlotte Houston <br />Boulder County Clerk and Recorder <br /> <br />Election Contact Officer <br /> <br />Date William A. Simmons Date <br /> City Administrator <br /> <br /> Nancy Var~a <br /> City Clerk/Election Officer <br /> <br />! ]~at~ Date <br /> <br /> <br />