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expenses of any other kind for the Subrecipient or its staff required by statute or regulation that are applicable to Agreement performance. A.31 TERMI NATION FOR CONVENIENCE Notwithstanoing anylrwisions of tnis Agreement, the subrecipient may terminate this Agreement by providing writte-n noiic" of such terminatioi to the Department Key Personnel identified in the Agreement, specifyirig the effective date thereof, at least thirty (30) days prior to such date. Except as otheruise provided in this Agreement, the Department, in its sole discretion and in the best interests of the state of Washington, may terminate this Agreement in whole or in part ten (10) business days after emailing notice. Upon"notice of termination for convenience, the Department reserves the right to suspend all or part of the Agreement, withhold further payments, or prohibit the Subrecipient from incurring additionai obligations olf funds. ln the event of termlnition, the subrecipient shall be liable for all damagjs as authoriz"i ny law. The rights and remedies of the Department provided for in this section shall riot be exclusive and are in addition to any other rights and remedies provided by law' R The DeBartme-t may UnilatCTally term inate or suspend all or Part of this Grant Agreeme nt, or may reduce its scope of work and budget, if there is a reduction in funds bY the source of those fu nds, and if such funds are the basis for this Grant Ag reement. The DePartment will email the Subrecipient ten (10) l'l h. -' - A.33 ln the event the Department, in its sole discretion,determines the Subrecipient has failed to fulfill in a timely and proper manner its obligations under this Agreement,is in an unsound financial condition so as to endanger Perform ance hereunder,is in violation of anY laws or regulations that render the Subrecipient unable to Perform any aspect of the Agreement,or has violated any of the covenants, agreements or stiPulations of th is Agreement, the DePartment h as the right to immediately suspend or terminate this Agreement in whole or in part. The Dep artment may notify the Subrecipient in writing of the need to take corrective action and provide a period of time in which to cure. The Department is not req uired to allow the Subrecipient an opportunity to cure if it is not feasible as determined solely within the Depa rtment's discretion. Any time allowed for cure sha ll not diminish or eliminate the subrecipient's liability for damag es or otherwise affect anY other remedies available to the Department. lf the Department allows the Subreci pient an opportunitY to cure, the Department shall notify the Subrecipient in writing of the need to take corrective action. lf the corrective action is not taken within ten (10) calendar days or as otherwise specified by the Department, or if such corrective action is deemed by the Departme nt to be insufficient, the Agreement may be terminated in whole or in Part. The Department reserves the right to suspend all or part of the Agreement, withhold further payments, or prohibit the Subrecipient from incurring additional obligations of funds during investigation of the alleged compliance breach, pending corr6ctive action by the Subrecipient, if allowed, or pending a declsion by the Department to terminate the Agreement in whole or in part. ln the event of termination, the Subrecipient shall be Iiable for all damages as authorized by law, including, but not limited to, any cost difference between the original Agreement and the replacement or cover Agreement and all administrative costs directly relatei to the replacement Agreement, e'g', cost of administering tne competitive solicitation process, mailing, advertising and other associated staff time' The rights and remedies of the o"partm"nt provided for in this section shall not be exclusive and are in addition to any other rights and remedies provided by law' lf it is determined that the subrecipient: (1) was not in default or material breach, or (2) failure to perform was outside of the Subrecipient's control,'fault or negligence, the termination shall be deemed to be a termination for convenience. A.34 TERMINATION PROCEDURES In addition to the procedures set forth below, if the Department terminates this Agreement' the subrecipient shall follow any proceoures specified in the termination notice. Upon termination of this Agreement and in addition to any other righis provided in this Agreement, the Department may require the Subrecipient to deliver to the Departheni any property specifically produced or acquired for the performance of such part of this Agreement as has been terminated' DHS-FEMA-EMPG-FY24 P age 22 of 44 Kittitas Countv ' E25-254