R2025-244 Fully Executed - Laserfiche WebLink

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f "L 'ri,l'l;i.:'l:i=r..,t ttidinri:r:ce 25. Termi nation for Co nvenience Except as othenarise provided in this Grant Agreement, COMMERCE may, by ten (10) business days written notice, Oeginning on the second day after the mailing, terminate this Grant, in whole or in part' lf this Grant Agreement-is so terminated, COMMERCE shall be liable only for payment required under the terms of this Grant Agreement for services rendered or goods delivered prior to the effective date of termination. 26. Termination or Suspension for Loss or Reduction of Fundinq Should there be any loss or suspension of federal funding that supports this Grant Agreement, the Grant Agreement may be immediately suspended by ooMMERCE upon notice to the GRANTEE' Shoutd federat fundini that supports tnis Oiant Agreement be terminated, this Grant Agreement and all obligations, includiig payment for work done under this Grant Agreement, will be terminated as of the date of the termination of the federal funding' payment for any work done on the Grant Agreement prior to the loss of funding shall be done in accordance with the requirements of the funding source' 27- Termination Procedures Upon termination of this Grant Agreement, COMMERCE, in addition to any other rights provided in this Grant Agreement, may require 1ne cRRrurEE to deliver to GOMMERCE any property specifically produced or acquired for the performance of such part of this Grant Agreement as has been terminated' ihe provisions of the "Treatment of Assets" clause shall apply in such property transfer. CoMMERCE shail pay to the GRANTEE the agreed upon price, if separately stated, for completed work and services aciepted by COMMERCE, and the amount agreed upon by the GRANTEE and COMMERCE for (i) completed work and services for which no separate price is stated, (ii) partially completed work and services, (iii) other property or services that are accepted by COMMERCE, and (iv) the protection and preservation of property, unless the termination is for default, in which case the Authorized Representative shall determine the extent of the liability of COMMERCE. Failure to agree with such determination shall be a dispute within the meaning of the "Disputes" clause of this Grant Agreement. COMMERCE may withhold from any amounts due the GRANTEE such sum as the Authorized Representative determines to be necessary to protect COMMERCE against potential loss or liability. The rights and remedies of COMMERCE provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Grant Agreement' After receipt of a notice of termination, and except as othenvise directed by the Authorized Representative, the GRANTEE shall: A. Stop work under the Grant Agreement on the date, and to the extent specified, in the notice; B. place no further orders or subgrants and/or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the Grant Agreement that is not terminated; C. Assign to COMMERCE, in the manner, at the times, and to the extent directed by the Authorized Representative, all of the rights, title, and interest of the GMNTEE under the orders and subgrants and/or subcontracts so terminated, in which case CoMMERCE has the right, at its discretion, to setle or pay any or all claims arising out of the termination of such orders and subgrants and/or subcontracts; D. Setile all outstanding liabilities and all claims ar:ising out of such termination of orders and subgrants and/or subcontracts, with the approval or ratification of the Authorized Representative to the extent the Authorized Representative may require, which approval or ratification shall be final for all the purposes of this clause; Page 17 of25