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Docusign Envelope lD: 2A5377 17 -7667-43CF-852C-24E86D28998E GENERAL TERTUIS AND CONDITIOI{S I NTERAG ET{CY AGREEMENT FEDERAL FUNDS IO. LICENSING. AGCREDITATION AND REGISTRATION The Granlee shall comply with all applicable local, state, and federal licensing, accreditation and registration requirements or shndards necessary for the performance of this Grant. '1. RECAP'TURE ln the event lhat the Grantee fails to perform this Grant in accordance with slate laws, federal laws, andlor the provisions of lhis Grant, COMMERCE reserves the right to recapture funds in an amount to compensste COMMERCE for the noncompliance in addition to any other remedies available at law or in equity. Repayment by the Grantee of funds under this recapture provision shall occur within the time geriod specified by COMMERCE. ln lhe alternative, COMMERCE may recapture such funds from payments due under this Grantee. 12. RECORDS MAINTENANCE Tha Granlee shall maintain books, records, documents, data and other evidence relating to this Granl and performance of the services described herein, including but not limited to accountirig procedures and practicos that suff;ciently and properly reflect all direct ind indircct costs of any natu-re expended in the performance of this Grentee. The Grantee shall retain such records for a period of six (B) years following the date of final payment. At no additional cost, these records, including materials generated under thL Grant, shall be subject atall reasonable timos to inspection, review or audit Oy COIAUERCE, personnel duly authorizld by COMMERCE, the Office of the State Auditor, and federal and state omciats so auihorized by taw, regulation or agreement. lf any litigalion, claim or audit is started before the expiration of the six (6) year period, the records shall be retained until all litigation, claims, or audit findings involving lhe records have been resolved. 13. SAV|NGS ln.the.event funding from state, federal, or other sources is withdrawn, reduced, or limited in any wayafier the effective date of this Grant and prior to normal completion, COMMERCE rnay suspend or terminate the Grant under the "Termination for Convenience" clause, without the ten lalendar day notice requirement. ln lieu of lermination, the Grant may be amended to reflect the new fundinil limitations and conditions. 14. SEVERASILITY The provisions of this Grant are intended to be severable. lf any term or provision is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of the Grant. 1 5. SUBGRANTING/SUBCONTRACTING The Grantee may only subcontract work contemplated under this Grant if il obtains the prior written approval of COMMERCE. lf COMMERCE approves subcontracting, the Grantee shall maintain written procedures related to subc€ntracting, as well as copies of all subcontracts and records related to subcontracts. For cause, COMMERCE in writing may: (a) require lhe Grantee to amend its subcontracting procedures as they relate to this Grant p) prohibit the Grantee from subcontracting with a particutai person or entity; or {c} require the Grantee to rescind or amend a subcontract. Every subcontract shall bind the Subgrantee to follow all applicable terms of this Grant. The Grantea is responsible to COMMERCE if the Subgrantee fails to comply wilh any appticable term or condition ol this Grant. The Grantee shall appropriately monitor the aclivities of the Subgrantee to assure liscal conditions of this grant. ln no event shall the existenee of a suhcontract operite to release or reduce the liability of the Grantee lo COMMERCE for any breach in the performance of the Grantee's duties. Page I