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or any interest therein, or any agreement to do any of the same, without the prior <br />written approval of the City, which approval will not be unreasonably withheld. <br />b. The City shall be entitled to require, except as otherwise provided in this <br />Agreement, as conditions to any such approval that: <br />Any proposed transferee shall have the qualifications and financial <br />responsibility, as reasonably determined by the City, necessary and <br />adequate to fulfill the obligations undertaken in this Agreement by <br />Contractor; and <br />2. The transfer does not create an anti -trust situation in the local refuse <br />hauling industry that is contrary to the public interest of the residents of <br />Elk River; and <br />Any proposed transferee, by instrument in writing satisfactory to the City <br />for itself and their successors and assigns, and expressly assumed all of the <br />obligations of service under this Agreement and agreed to be subject to all <br />the conditions and restrictions to which service is subject. It is the intent <br />of this Section IV.E.7., together with other provisions of this Agreement, <br />that (to the fullest extent permitted by law and equity and excepting only <br />in the manner and to the extent specifically provided otherwise in this <br />Agreement) no transfer of, or any interest therein, however consummated <br />or occurring, whether voluntary or involuntary, shall operate, legally or <br />practically, to deprive or limit the City of or with respect to any rights or <br />remedies or controls provided in or resulting from this Agreement; and <br />4. There shall be submitted to the City for review all instruments and other <br />legal documents involved in effecting such transfer, and if approved by the <br />City, its approval shall be indicated to the Contractor in writing. The <br />proposed transferee shall submit to the City for review all bonds, <br />insurance policies, and any and all other documents required by this <br />Agreement, and if approved by the City, its approval shall be indicated to <br />the proposed transferee in writing. <br />Payment of Subcontractors and Employees. <br />The Contractor shall promptly pay all persons doing work or furnishing skills, tools, <br />machinery, or materials or insurance premiums or equipment or supplies and all just <br />claims for such work, material, equipment, insurance, and supplies in and above the <br />performance of this Agreement. <br />9. Termination <br />a. This Agreement may be terminated only: <br />i. By written Agreement by the parties; or <br />ii. By the City if the City determines that the Contractor is in <br />violation of the terms of this Agreement. In this instance, a <br />written notice will be sent with the Contractor allowing ten <br />(10) days to comply. Failure by the Contractor to comply with <br />12 <br />