|
4.34 TERM I NATION PROCEPURES
<br />ln addition to the procedures set forth below, if the Department terminates this Agreement, the
<br />Subrecipient shall follow any procedures specified in the terrnination notice. Upon termination of thie
<br />Agreement and in addition to any other rights provided in this Agreement, the Department may require
<br />the Subrecipient to deliver to the Department any property speclfically produced or acquired for the
<br />perforrnance of sueh part of this Agreement as has been terminated.
<br />lf the termination is for convenience, the Department shall pay to the $ubrecipient as an agreed upon
<br />price, if separately stated, for properly authorized and completed work and services rendered or goods
<br />delivered to and accepted by the Departrnent prior to the effective date of Agreement termination, the
<br />amount agreed upon by the Subrecipiertt and the Department for {i) cornpleted work and services andlor
<br />equipment or supplies provided for which no separate price is stated, (ii) partially completed work and
<br />services and/or equipment or supplies provided which are accepted by the Department, (iii) other work,
<br />services and/or equipment or supplies which are accepted by the Depailment, and (iv) the protection and
<br />preservation of property.
<br />Failure to-agree with such amounts shall be.a dispute within the rneaniRg of'the "DisButes" claiJse-'Of thiE
<br />Agreement, lf the termlnation is for cause, the Department shall determine the extent of the liability of the
<br />Department, The Department shall have no other obligation to the Subrecipient for termination. The
<br />Department may withhold from any amounts due the Subrecipient such sum as the Department
<br />determines to be necessary to protect the Department against potential loss or {iability.
<br />The rights and remedies of the Department provided in this Agreement shall not be exclusive and are in
<br />addition to any other rights and remedies provided by law.
<br />After 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;
<br />b. Place no further orders or contracts for materials, services, supplies, equipment and/or facilities
<br />in relation to this Agreement except as may be necessary for completion of such pottion of the
<br />work under the Agreernent as is not terminated;
<br />o. Assign to the Department, in the manner, at the times, and to the extent directed by the
<br />partment,-all ot-the-rights-title,and-inter-est-of-the-Subreeipient-under-th+orders-and-eontrasts- - --
<br />so terminated, in which ease the Department has the right, at its discretion, to settle or pay any
<br />or all claims arising out of the termination of such orders and contracts;
<br />d. $ettle all outstanding liabilities and all claims arising out of such termination of orders and
<br />contracts, with the approval or ratification of the Department to the extent the Department may
<br />require, which approval or ratilication shall be final for all ihe purposes of this clause;
<br />e, Transfer title to the Department and deliver in the manner, at the times, and to the extent directed
<br />by the Department any property which, if the Agreement had been"completed; would have been
<br />required to be furnished to the Depaftment;
<br />f. Complete performance of such part of the work as shall not have been terminated by the
<br />Department in compliance with allcontractual requirements; and
<br />g. Take such action as may be necessary, or ss the Department may require, for the protection and
<br />preservation of the property related to this Agreement which is in the possession of the
<br />$ubrecipient and in which the Department has or may acquire an interest.
<br />A.35 MTNORITY ANp W-pMEN-OWNEp BU$,I[\|FSS ENTERPRTSES
<br />ln accordance with the legislative findings and pollcies set forth in Chapter 39.19 RCW, the state of
<br />Washington encourages participation in all its contracts by MWBE firms certified by ihe Office of Minority
<br />and Women'$ Business Enterprises (OMWBE), To the extent possible, the Subrecipient will solicit and
<br />encourage minority-owned and women-owned business enterprises who are certified by the OMWBE
<br />under the state of Washington certification program to apply and compete for work under this contract,
<br />Voluntary numerical MWBE participation goals have been established and are indicated herein: Mlnority
<br />Business Enterprises: (MBE's): 10% and Woman's Business Enterprises (WBE's): 6%.
<br />4.36 VENUE
<br />This Agreement shall be construed and enforoed in accordance with, and the validity and porformance
<br />shall be governed by, the laws of the state of Washington. Except for as provided herein, venus of any
<br />DI'IS-FEMA-HSGP-SHSP-FY24 Page 23 of 48 Kittitas County,Ez$-zz4
<br />l-)n
|