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NOW THEREFORE, for and in consideration of the mutual covenants and promises contained herein, the City and the Organization hereby agree as follows: 1. Contract Amount and Term. The Organization shall provide the programs and services set forth at Exhibit A (the "Program ") to the residents of the City, on behalf of the City, for the Contract Amount for the period commencing January 1, 2013 and ending December 31, 2013. The approved schedule for the Program is set forth at Exhibit B. 2. Program Budget and Budget Modification. The approved Program Budget is set forth at Exhibit C hereto (the "Budget "), which exhibit is hereby incorporated herein by reference. The Organization shall not seek from the City more than the Contract Amount for any expenses related to the Program or otherwise. The Organization shall only use the Contract Amount to implement the Program or provide the services in conformance with the Budget and for no other purpose. 3. Compensation for Program. All payments shall be made quarterly (on-or approximately near March 1, June 1, September 1 and December 1) for expenses incurred during that quarter provided that the Organization provide sufficient evidence to the Contract Administrator (as defined herein) for such expenses including, but not limited to, a budget expenditure report detailing disbursements and expenditures of the Contract Amount by the line items set forth in the Program Budget. The quarterly payments shall be paid in equal amounts unless the Contract Administrator determines that the Organization is materially failing to complete the Program in accordance with the Program Schedule, in which case the City shall only be obligated to pay the applicable portion of the Contract Amount substantiated by reliable evidence submitted by the Organization. 4. Design and Implementation of Program. To the extent not set forth in Exhibit A. Exhibit B and Exhibit C, the Organization shall be solely responsible for the design and implementation of the Program, specifically directed otherwise by the City, the City's Internal Auditor (as defined herein), or the Director of the Division of Community Development or any person appointed by said Director or the City to administer this Agreement (the "Contract Administrator"). The Program and this Agreement must be performed and administered in accordance with all applicable federal, state and local laws. The Organization shall use the Contract Amount only for activities related to the Program. S. Termination of Agreement. If the City Controller makes a written determination that funds are not appropriated or are otherwise unavailable to support the continuation of this_ - Agreement, it shall be cancelled. _ A determination by_ the City_-_ Controller that funds are not appropriated. or are otherwise unavailable to support the continuation of performance shall be final and conclusive. Effective thirty (30) days after delivery of a written termination notice, the City may terminate this Agreement, in whole 2