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DocuSign Envelope ID:ECFECC85-FAA8-4879-BE41-DF27B75DEF03 <br /> f <br /> & Wildlife Services and any other agency responsible for wildlife or/and their <br /> rehabilitation. <br /> 5. Termination. <br /> a. In the event of any of the circumstances set forth below (hereinafter referred to as <br /> "default"}, the County May imnnedzately terminate this Agreement, in whole or in <br /> part, and from time to time. Notice of texinination must be in writing, state the <br /> reason or reasons for the termination, and specify the effective date of the <br /> termination: <br /> i. In the event that Provider shall cease to exist as an organization or shall enter <br /> bankruptcy proceedings,be declared insolvent, or liquidate all or substantially <br /> all of its assets, or significantly reduce its services or accessibility to Orange <br /> County residents during the term of this Agreement;or <br /> ii. In the event that Provider shall fail to render a satisfactory accounting as <br /> provided by section 4 above, the County may terminate this Agreement and <br /> Provider shall return all payments already made to it by the County for <br /> services which have not been provided or for which no satisfactory <br /> accounting has been rendered;or <br /> iii. In the event of any fraudulent representation by the Provider in an invoice or <br /> other verification required to obtain payment under this Agreement or other <br /> dishonesty on a material matter relating to the performance of services under <br /> this Agreement. <br /> iv. Nonperformance,incomplete service or performance,or failure to <br /> satisfactorily perforce any part of the work identified in the Scope of Services <br /> or to comply with any provision of this Agreement,as determined by the <br /> County in its sole discretion. <br /> v. Failure to adhere to the terms of applicable county,state or federal laws, <br /> regulations,or stated public policy. <br /> b. In the event of default by the Provider, the county may elect to terminate this <br /> Agreement,in whole or in part and/or require the Provider to repay the funds within <br /> seven (7) days from written notice of default. The County may (but shall not be <br /> required to) grant the Provider an opportunity to cure the default without <br /> termination of this Agreement. This clause shall not be interpreted to limit the <br /> County's remedies in law or in equity. <br /> c. Notwithstanding the foregoing,either party may terminate the agreement at any time <br /> without penalty; provided that written notice of such termination is furnished to the <br /> other party at least 30 days prior to termination. In the event of such termination, <br /> any payment due shall be prorated to the date of termination and any unused funds <br /> shall be returned to the County within 10 days of termination. <br /> 4 <br />