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6.3 The failure to abide by the conditions set out in Section 3.2 above, related to the <br />administration of a cost -share program are grounds for the termination of this <br />agreement, at the sole determination of the COMMISSION. <br />6A The failure of the COUNTY to fully comply with the provisions in APPENDIX C — BILLING <br />PROCEDURE shall be grounds for termination of this agreement. <br />6.5 The failure of the COUNTY to submit monthly invoices for reimbursement to the <br />COMMISSION's VSP Contract Manager, in accordance with APPENDIX C — BILLING <br />PROCEDURE, shall be grounds for termination of this agreement. <br />6.6 The failure of the COUNTY to identify and keep current the responsible individual as <br />identified in APPENDIX D — RESPONSIBLE INDIVIDUALS, shall be grounds for termination <br />of this agreement. <br />The COUNTY or the COMMISSION may terminate this agreement upon 60-days' prior written <br />notification for convenience, without any showing of cause. <br />7.0 BREACH <br />The COUNTY shall not be relieved of any liability to the COMMISSION for damages <br />sustained by the COMMISSION and/or the State of Washington because of any breach of <br />contract by the COUNTY. The COMMISSION may withhold payments for the purpose of <br />setoff until such time as the exact amount of damages due the COMMISSION from the <br />COUNTY is determined. In the event the COUNTY fails to commence work on the project <br />funded herein within the timelines established under RCW Chapter 36.70A., the COUNTY <br />shall be subject to the requirements of RCW 36.70A.735. <br />8.0 ENTIRE AGREEMENT AND CHANGES, MODIFICATIONS AND <br />AMENDMENTS <br />This agreement and the attached APPENDICES (APPENDIX A-D) contain the entire <br />integrated agreement of the parties may be changed, modified or amended by written <br />agreement executed by both parties. <br />9.0 EFFECTIVE DATE <br />The effective date of this agreement shall be July 1, 2023. This date shall be the "receipt of <br />funds" date for purposes of RCW 36.70A.703 (9) and RCW 36.70A.725 (5) and (6). <br />VSP 2023-25 Biennium Contract Between the WSCC and County - Page 6 of 21 <br />