Staff Report_BEAD Agreement with State

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Page 35 of 44 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 contract. After receipt of a notice of termination, and except as otherwise directed by the Authorized Representative, the Subrecipient shall: a. Stop work under the Contract on the date, and to the extent specified, in the notice; Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the Contract that is not terminated; b. 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 Subrecipient under the orders and subcontracts so terminated, in which case COMMERCE has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts; c. Settle all outstanding liabilities and all claims arising out of such termination of orders and 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; d. Transfer title to COMMERCE and deliver in the manner, at the times, and to the extent directed by the Authorized Representative any property which, if the Contract had been completed, would have been required to be furnished to COMMERCE; e. Complete performance of such part of the work as shall not have been terminated by the Authorized Representative; and f. Take such action as may be necessary, or as the Authorized Representative may direct, for the protection and preservation of the property related to this Contract, which is in the possession of the Subrecipient and in which COMMERCE has or may acquire an interest. 49. Treatment of Assets Title to all property furnished by COMMERCE shall remain in COMMERCE. Any property of COMMERCE furnished to the Subrecipient shall, unless otherwise provided herein or approved by COMMERCE, be used only for the performance of this Contract. a. The Subrecipient shall be responsible for any loss or damage to property of COMMERCE that results from the negligence of the Subrecipient or which results from the failure on the part of the Subrecipient to maintain and administer that property in accordance with sound management practices. b. If any COMMERCE property is lost, destroyed or damaged, the Subrecipient shall immediately notify COMMERCE and shall take all reasonable steps to protect the property from further damage. c. The Subrecipient shall surrender to COMMERCE all property of COMMERCE prior to settlement upon completion, termination or cancellation of this Contract.