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A.35 <br />A,36 <br />4.37 <br />The rfihts and remedies of the Deparhtent provided in this Agreement shall not be exclusive and are in <br />addition to any other dghts and remedies provided by law. <br />Afier receipt of a notice of termination, and except as otherwise directed by the Department in writing, <br />the Subrecipient shall: <br />a. Stop work under the Agreement on the date, and to the extent specified, in the notice;b. Place no further orders or contracts for materials, seruices, supplies, equipment and/or facilities <br />in rdalion to this Agreement elcept as may be necessary forbbmpteti6n'of such portion ;t ih; <br />work under the Agreement as is not terminated;c. loign to lhe Department, in the manner, at the times, and to the exlent diresled by the <br />Deparlment, all of the righls, title, and intered of the Subreclpient under the orders and conirac,ts <br />so terminat€d, in which case the Departme_nt has tha right, at its discretion, to set{e or pay any <br />or all claims adsing out of the termination of such orders and contracts;d' Seltle all outstanding liabililbs and all daims arising out of such temlnation of orders and <br />contracts, wtth the approval or ratillcatiol 9f qe Department to the extent the Department may <br />require, whicft approval or ratification shall be final for allthe purposes of lhis clause;e. Transfertitle to the Department and deliver in the manner, at the times, and tolhe extent directed <br />by tlp Department any property which, if thc Agreement had been completed, would have been <br />required lo be fumishod to the Department; <br />f. Complete performarye of s.uch-part of the work as shall not have been terminated by the <br />Department in compliance with all contradual requirements: andg. Take such action ag may be neoessary, or as the Department may require, for the protection andpreseruation of .tfe proper$-related to this Agreement which is in the poss-ession of the <br />subrecipient and in which lhe Department has or may aoquire an interest. <br />u,TrLF4TtON OF MtNORtry vvBEl <br />The Subrecipient is encouraged to utilize business nrms ihif are certineo as minority-owned and/orwomen'ourned in canying 9ut m9 purposes of this Agreement. The Subrecipient may set utilization <br />It?1919t !?Tg.u.pon localconditions or may use thsstate of Washington UiAne goats, as identified <br />ln WAC 32&3&041. <br />VENUE <br />This_Agreement shall be construed and enforced ln accordance with, and the validity and performance <br />shall be gorerned by, the laws of he state o! lttlash!ryton. Venue d any suit betyveen the pbrties arislng <br />out of thls A-gr€ement shall be the Superior Court of Thurston County, Washingilon. The SriUreclplent, O! <br />execution of this Agreernent, acknowledges the lurisdidion of the cdurts of 0e- state of Washingion. ' <br />WAIVERS <br />No conditions or_ provisions of this Agreement can be waived unless approved in advance by the <br />Department in-witing.The Deparlmenfs failure to insist upon strict pertornidnce of any provision of the <br />Agreement orto exerclse any right.based upon a breach thereof, orihe acceptance oriny performance <br />durirg sudt breadr, shall not constitute a wiiver of any right undlrthis Agreiment. <br />DHS-FEMA.EMPG.ARPA.FY2 1 Page2l of34 lfitibs County Sheritrs Otrrce EM, E2Z-2€p.