|
DOH CONTRACT #: CLH18249
<br />
<br />2018-2020 2021 Consolidated Contract Page 9 of 17
<br />The parties agree that all subcontractors must be responsible for any liabilities created by their actions or omissions. In
<br />the event DOH, LHJ, and subcontractor are found by a jury or trier of fact to be jointly and severally liable for personal
<br />injury damages arising from any act or omission, then each entity shall be responsible for its proportionate share.
<br />
<br />31. Subrecipient
<br />For those activities designated as “subrecipient” on Exhibit A, Statements of Work, the LHJ must comply with
<br />applicable federal requirements, including but not limited to OMB’s Uniform Guidance at 2 CFR 200, Subparts D
<br />(Administrative Requirements), E (Cost Principles) and F (Audit Requirements), and program specific federal
<br />regulations. If the LHJ expends $500,000 or more in federal awards from all sources, it is responsible for obtaining
<br />appropriate audits. If the LHJ expends $750,000 or more in federal grants or awards from all sources, it is responsible
<br />for obtaining the required single audit.
<br />
<br />32. Survivability
<br />The terms and conditions contained in this Contract, which by their sense and context are intended to survive the
<br />expiration of the Contract, shall survive. Surviving terms include, but are not limited to: Access to Records, Confidential
<br />Information, Disputes, Responsibility for Actions, Maintenance of Records, Ownership of Material/Rights in Data,
<br />Subcontracts, Termination for Convenience, Termination for Default, and Termination Procedure.
<br />
<br />33. Term
<br />This Contract will be in effect following execution by the parties from January 1, 2018 through December 31, 2020
<br />2021, unless terminated earlier as provided herein.
<br />
<br />34. Termination for Convenience
<br />Except as otherwise provided in this Contract, either party may terminate or suspend this Contract, or any program
<br />hereunder, for convenience by providing at least thirty (30) days’ advance written notice to the other party.
<br />
<br />If DOH elects to suspend the Contract, in whole or in part, LHJ shall stop work as of the effective date of DOH’s written
<br />notice of suspension. During suspension, each Party will reasonably notify the other of any conditions that may affect
<br />resumption of performance. Upon DOH’s written notice to resume performance, LHJ shall resume work unless the
<br />LHJ provides notice to DOH that services cannot be resumed. If LHJ cannot resume performance, the Contract or
<br />affected Exhibit A, Statement of Work, will be deemed terminated upon the date the LHJ received notice to suspend
<br />performance.
<br />
<br />35. Termination for Default
<br />(a) In the event of a default by either party under this Contract, the nondefaulting party may give wr itten notice to the
<br />defaulting party that it intends to terminate this Contract, or any program hereunder, if the default is not cured within
<br />thirty (30) days of the date of the notice, or such longer period of time as may be reasonable under the circumstances.
<br />If the default is not cured within that time, the nondefaulting party may then notify the defaulting party in writing
<br />that this Contract is terminated. In the event of such termination, the nondefaulting party shall have all rights and
<br />remedies available to it under general law.
<br />(b) A disputed termination for default is expressly subject to the Disputes section of this Contract.
<br />
<br />36. Termination Procedure
<br />Upon termination DOH may require the LHJ to deliver to DOH any non-LHJ-owned equipment, data, or other property
<br />specifically produced or acquired for the performance of such part of this Contract as has been terminated.
<br />
<br />DOH shall pay to the LHJ the agreed upon price, if separately stated, for completed work and services accepted by
<br />DOH. In addition DOH shall pay the amount determined by DOH’s Contracting Officer for (a) completed work and
<br />services for which no separate price is stated, (b) partially completed work and services, (c) other property or services
<br />which are accepted by DOH, and (d) the protection and preservation of the property. Disagreement by the LHJ with
<br />the determination of DOH’s Contracting Officer that relates to the obligations or amounts due to the LHJ shall be
<br />considered a dispute within the meaning of the “Disputes” clause of this Contract.
|