04-28-2025 Agenda Packet - Laserfiche WebLink

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7. Warranties. SDBA shall provide the Services and meet its obligations under this Agreement in a timely and workmanlike manner which meets generally acceptable standards in the race boat industry and region and shall provide a standard of care and quality equal to, or superior to, the care and quality used by service providers similar to SDBA at similar events. 8. Term and Option. This agreement shall begin on the Effective Date and shall run for a one year term, expiring on the first anniversary of the signing of this Agreement. The SDBA shall have the option to extend this Agreement for an additional year for an Event occurring in the calendar year following the year in which this Agreement was signed, for the same consideration as provided herein, by giving written notice to the City no later than 30 days prior to the expiration of the term of this Agreement. 9. Default. The occurrence of any of the following shall constitute a material default under this Agreement: A) The failure of either Party to make a required payment when due (if payment is applicable to this Agreement); B) The insolvency or bankruptcy of either Party; C) The subjection of any or either Party's property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency; D) The failure to make available or deliver the services or perform the obligations specified in Schedule A, in the time and manner provided for in this Agreement. 10. Remedies on Default. In addition to any other rights a Party may have available under applicable laws, if a Party defaults by failing to timely perform any provision, term or condition of the Agreement (including without limitation the failure to make a monetary payment when due, if applicable to this Agreement), the other Party may terminate this Agreement by providing written notice to the defaulting Party. This notice shall describe with sufficient detail the nature of the default. The Party receiving such notice shall have one (1) day from the effective date of such notice to cure the default(s), provided that the time for the performance of services and obligations as specified herein (and specified in Schedule A) has not passed. Unless waived by a Party providing notice, failure to cure the default(s) within such time period shall result in the termination of this Agreement at the option of the non - defaulting party. Time is of the essence as to the obligation of both Parties under the terms of this Agreement. 11. Indemnification of the City. SDBA DOES HEREBY AGREE TO WAIVE ALL CLAIMS, RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY TOGETHER WITH ITS MAYOR AND CITY COUNCIL AND ALL OF ITS OFFICIALS, OFFICERS, AGENTS, ATTORNEYS, AND EMPLOYEES, IN BOTH THEIR PUBLIC AND PRIVATE CAPACITIES, FROM AND AGAINST ANY AND ALL CITATIONS, CLAIMS, COSTS, DAMAGES, DEMANDS, EXPENSES, FINES, JUDGMENTS, LIABILITY, LOSSES, PENALTIES, SUITS, OR CAUSES OF ACTION OF EVERY KIND INCLUDING ALL EXPENSES OF LITIGATION