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Docusign Envelope lD: F24ED3D0-D4D6499A-9588-1 246949365D1 <br />rc %,, *:.i1,:'-',;; :.:= <br />%r" I diim[iffe <br />A.Stop work underthe Contracton the date, and to the extentspecified, in the notice; <br />place no furtherorders or subcontracts for materials, services, or facilitiesexcept as may.be <br />necessaryforcompletion of such portion of theworkundertheContractthatisnotterminated; <br />Assign to COMMERCE, in the man ner, at the times, and to the extent directed by the Authorized <br />RepLsentative, all of in" rigntr, tifle, and interest of the Contractor under the orders and <br />subcontracts so terminated, in-wh ich case COMMERCE has the right, at its discretion, to settle or <br />pay any or all claims arising out of the termination of such orders and subcontracts; <br />Setge all outstanding liabilities and all claims arising out of such termination of orders and <br />subcontracts, with the 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 />pu rposes of th is clau se; <br />Transfer title to COMMERCE and deliver in the man ner, at th e times, and to the extent directed by <br />the Authorized Representative any property wh ich, if th e Contract had been completed, would have <br />been required to be fumished to COMMERCE; <br />Completeperformanceof such partof theworkas shallnothavebeenterminated bytheAuthorized <br />Representative; and <br />Take such action as may be necessary, or as the Authorized Representiative may direct, for-the <br />protection and preservatircn of the property related tothis Contract, which is in the possession of the <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. Title to all property fumished <br />by the Contractor, for the cost of which the Contractor is entifled to be reimbursed as a direct item of cost <br />underthis Contract, shall pass to and vest in COMMERCE upon delivery of such groperty by the <br />Contractor. Titletootherproperty,thecostofwhichisreimbursabletotheContractorunderthisContract <br />shall pass to and vest in COMMERCE u pon (i) issuancefor use of such property in the performance of ftis <br />Contiact, or (ii) commencementof use of <br />'such property in the performance of_this Contract, or (iii) <br />reimbursemeniof the cost thereof by COMMERCE in whole or in part, whichever first occurs. <br />A. Any property of COMMERCE fu mished to the Contractor shall, u n less othenryise provided herein or <br />apfrbveO bi COMMERCE, be used only forthe performance of this Contract. <br />B. The Contractor shall be respon sible for any loss or damage to property of COMMERCE that resu lb <br />fromthe negligenceof theContractororwhich resultsfromthefailureon thepartof the Contractor <br />to maintain Znt administer that property in accordance with sou nd management practices. <br />C. lf any COMMERCE property is lost, destroyed or damaged, the Gontractorshall immediately nolify <br />COMMERCE and shalitake all reasonable steps to protect the property from further damage. <br />D. The Contractorshallsu nenderto COMMERCE allproperty of COMMERCE priorto settlement upon <br />completion, termination or cancellation of this Contract. <br />E. All reference to the Contractor underthis clause shall also include Contractor's employees, agenB <br />or Su bcontractors. <br />21. WAIVER <br />Waiverof anydefaultorbreach shall notbe deemed to be a waiverof anysubsequentdefaultorbreach. <br />Any waiver s-hall not be construed to be a modification of the terms of this Contract unless stated to be <br />such in writing and signed by Authorized Representative of GoMMERCE. <br />B. <br />c. <br />D. <br />E. <br />F. <br />G. <br />Page 11 of 15