Corrective Action Liquidated Damages Sample Clauses

Corrective Action Liquidated Damages. Except as provided below, if a particular Corrective Action Item has not been corrected, improved or repaired by the date indicated in the list prepared pursuant to Section 3.07.7, then OPERATOR shall pay as liquidated damages to CITY the amount of $1,000 per month, or prorated for partial months based on a 30-day month, for each uncorrected Corrective Action Item. These liquidated damages shall not apply to: (a) any outstanding Corrective Action Item that OPERATOR is diligently and timely correcting in accordance with the time schedule prepared by CITY, and (b) and Corrective Action Item that OPERATOR is unable to correct, improve or repair because of the occurrence of a Force Majeure event. THE PARTIES HERETO AGREE THAT THE $1,000 PER MONTH, PRORATED FOR PARTIAL MONTHS AS NEEDED, ARE CHARGES REFERENCED ABOVE WHICH CONSTITUTE A REASONABLE APPROXIMATION OF THE ACTUAL DAMAGES THAT CITY WOULD SUFFER DUE TO A FAILURE BY OPERATOR TO ADHERE TO THE REQUIRED PERFORMANCE LEVEL, CONSIDERING ALL OF THE CIRCUMSTANCES EXISTING ON THE EFFECTIVE DATE OF THIS AGREEMENT, INCLUDING THE RELATIONSHIP OF THE CHARGES TO THE RANGE OF HARM TO CITY THAT REASONABLY COULD BE ANTICIPATED AND THE ANTICIPATION THAT PROOF OF ACTUAL DAMAGES WOULD BE COSTLY OR INCONVENIENT. IN PLACING ITS INITIALS AT THE PLACES PROVIDED BELOW, EACH PARTY SPECIFICALLY CONFIRMS THE ACCURACY OF THE STATEMENTS MADE ABOVE AND THE FACT THAT EACH PARTY HAS BEEN REPRESENTED BY COUNSEL WHO HAS EXPLAINED THE CONSEQUENCES OF THE LIQUIDATED DAMAGES PROVISION AT OR PRIOR TO THE TIME EACH EXECUTED THIS AGREEMENT. CITY OPERATOR