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Docusign Envelope lD: F24ED3D0-D4D6499A-9588-1 246949365D1 <br />.qfTv^ .;a,; rriri:' ) it:a t .Frri---gnr-'rri t-oiiimerr;e <br />A. Stop work under the Contract on the date, and to the extent specified, in the notice; <br />B. place no furtherorders or subcontracts for materials, services, or facilities except as may be <br />necessary for completion of such portion of the work u nder the Contract that is not terminated; <br />C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the Authorized <br />Repr;sentative, all of the rights, tifle, and interest of the Contractor under the orders and <br />subcontractsso terminated, in-which case COMMERCE hasthe right, at its discretion,to settle or <br />pay any or all claims arising out of the termination of such orders and subcontracts, <br />D. Setue all outstanding.liabilities and all claims arising out of such termination of orders and <br />subcontracts, with th6 approval or ratification of the Authorized Representative to the extent the <br />Authorized Representative may require, which approval or ratification shall be final for all the <br />purposes of this clause; <br />E. Transfertitleto COMMERCEanddeliverinthemanner,atthetimes, andto theextentdirected by <br />the Authorized Representative any propertywh icfr, if the Contract had been completed, would have <br />been required to be fumished to COMMERCE; <br />F. Complete performance of su ch part of the work as sh all nothave been terminated by the Authorized <br />Representative; and <br />G. Take such action as may be necessary, or as the Authorized Representative may direct, for the <br />protection and preservatircn of the property related to this Contract, which is in the possession of he <br />contractor and in which CoMMERCE has or may acquire an interest. <br />20. TREATMENTOFASSETS <br />Title to all property furnished by COMMERCE shall remain in COMMERCE. Tifle to all property fumished <br />by the Contractorl for the cost of which the Contractor is entifled to be reimbu rsed as a direct item of cost <br />underthis Contract, shall pass to and vest in COMMERCE upon delivery of such Proqqrty^by the <br />Contractor. Ti1etootherproperty,thecostofwhichisreimbursabletotheContractorunderthisContract, <br />shall pass to and vest in COVf fVf iCf upon (i) issuancefor use of such property in the performance of his <br />Contract, or (ii) commencement of use of <br />'such property in the performance of this Contract' or (iii) <br />reimbursement of the cost thereof by COMMERCE in whole or in part, whichever first occurs. <br />A. Any property of COMMERCE fu mished to th e Contractor shall, u n less oth erwise provided herein or <br />approved Oy COlrlfUf nCE, be used only forthe performance of this Contract. <br />B. Th e Contractor shall be responsible for any loss or damage to property of COMMERCE that resu lb <br />from the negligence of the bontractoror w'hich results from the failure on the part of the Contractor <br />to maintainin-d administerthat property in accordance with sound management practices. <br />C. lf any COMMERCE property is lost, destroyed or damaged, th e Contractor shall immediately nolifr7 <br />COMMERCE and shall take all reasonable steps to protect the property from further damage. <br />D. The Contractorsh all su nenderto COMMERCE all property of COMMERCE prior to settlement upon <br />completion, termination or cancellation of this Contract. <br />E. All referen ce to the Contractor u nderth is clause sh all also include Contractois employees' agenb <br />or Su bcontractors. <br />21. WAIVER <br />Waiver of any defau lt or breach shall not be deemed to be a waiver of an y su bsequ ent default or breach. <br />Anywaivershall notbeconstruedto bea modificationoftheterms of thisContractunlessstatedto be <br />such in writing and signed by Authorized Representative of COMMERCE. <br />Page 11 of 15