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GENERAL TERMS AND CONDITIONS <br />GENERAL GRANT <br />STATEFUNDS <br />1. Stop work under the Grant on the date, and to the extent specified, in the notice; <br />2. Place no further orders or subgrants/subcontracts for materials, services, or facilities except as <br />may be necessary for completion of such portion of the work under the Grant that is not <br />terminated; <br />3. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the <br />AUTHORIZED REPRESENTATIVE, all of the rights, title, and interest of the GRANTEE under the <br />orders and subgrants/subcontracts so terminated, in which case COMMERCE has the right, at its <br />discretion, to settle or pay any or all claims arising out of the termination of such orders and <br />subgrants/subcontracts; <br />4. Settle all outstanding liabilities and all claims arising out of such termination of orders and <br />subcontracts, with the approval or ratification of the AUTHORIZED REPRESENTATIVE to the <br />extent AUTHORIZED REPRESENTATIVE may require, which approval or ratification shall be <br />final for all the purposes of this clause; <br />5. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed <br />by the AUTHORIZED REPRESENTATIVE any property which, if the Grant had been completed, <br />would have been required to be furnished to COMMERCE; <br />6. Complete performance of such part of the work as shall not have been terminated by the <br />AUTHORIZED REPRESENTATIVE; and <br />7. Take such action as may be necessary, or as the AUTHORIZED REPRESENTATIVE may direct, <br />for the protection and preservation of the property related to this Grant, which is in the possession <br />of the GRANTEE and in which COMMERCE has or may acquire an interest. <br />39. TREATMENT OF ASSETS <br />Title to all property furnished by COMMERCE shall remain in COMMERCE Title to all property <br />furnished by the GRANTEE, for the cost of which the GRANTEE is entitled to be reimbursed as a <br />direct item of cost under this Grant, shall pass to and vest in COMMERCE upon delivery of such <br />property by the GRANTEE. Title to other property, the cost of which is reimbursable to the <br />GRANTEE under this Grant, shall pass to and vest in COMMERCE upon (i) issuance for use of such <br />property in the performance of this Grant, or (ii) commencement of use of such property in the <br />performance of this Grant, or (iii) reimbursement of the cost thereof by COMMERCE in whole or in <br />part, whichever first occurs. <br />A. Any property of COMMERCE furnished to the GRANTEE shall, unless otherwise provided herein <br />or approved by COMMERCE, be used only for the performance of this Grant. <br />B. The GRANTEE shall be responsible for any loss or damage to property of COMMERCE that <br />results from the negligence of the GRANTEE or which results from the failure on the part of the <br />GRANTEE to maintain and administer that property in accordance with sound management <br />practices. <br />C. If any COMMERCE property is lost, destroyed or damaged, the GRANTEE shall immediately <br />notify COMMERCE and shall take all reasonable steps to protect the property from further <br />damage. <br />10 <br />