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' <br /> G. Indemnification: The Grantee shall hold and save the State,its officers,agents,and employees,hann|cssfmmliability <br /> of any kind,including all claims and losses accruing or resulting to any other person,firm,or corporation furnishing or <br /> supplying work,services,materials,or supplies in connection with the performance of this contract,and from any and <br /> all claims and looses accruing or resulting to any person,firm, or corporation that may be injured ordommgedhvthc <br /> grantee in the performance of this contract and that are attributable to the negligence or intentionally tortious acts of <br /> the grantee provided that the grantee is notified in writing within 30 days that the State has knowledge of such <br /> claims. The grantee represents and warrants that it shall make no claim of any kind or nature against the State's <br />| <br /> agents who are involved in the delivery or processing of grantee goods to the State. The representation and warranty <br /> in the preceding sentence shall survive the termination or expiration of this contract. <br /> 7. Termination bv Mutual Consent: The Parties may terminate this Contract by mutual consent with 60 days notice to <br /> the other party,oras otherwise provided bylaw. In that event,all finished or unfinished deliverable items prepared by <br /> the Grantee under this contract shall, ot the option of the Agency, become its property. If the t t is terminated <br /> by the Agency as provided herein, the Grantee shall be paid for services satisfactorily completed, less payment or <br /> compensation previously made. <br /> & Termination for Cause: If,through any cause,the Grantee shall fail to fulfill its obligations under this Contract in a <br /> timely and proper manner,the Agency shall have the right to terminate this Contract by giving written notice to the <br /> Grantee and specifying the effective date thereof. In that event,all finished or unfinished deliverable items prepared <br /> by the Grantee under this Contract shall,at the option of the Agency, become its property and the Grantee shall be <br /> entitled to receive.just and equitable compensation for any satisfactory work completed on such materials, minus any <br /> payment or compensation previously made. Notwithstanding the foregoing provision,the Grantee shall not be relieved <br /> of liability to the Agency for damages sustained by the Agency by virtue of the Grantee's breach of this agreement,and <br /> the Agency may withhold any payment due the Grantee for the purpose of setoff until such time as the exact amount <br /> of damages due the Agency from such breach can be determined. <br /> In case of default by the Grantee, the State may procure the services from other sources and hold the Grantee <br /> responsible for any excess cost occasioned thereby. The State reserves the right to require a performance bond or <br /> other acceptable alternative performance guarantees from successful offeror without expense to the State. <br /> In addition,in the event of default by the Grantee underthis contract,the State may immediately cease doing business <br /> with the Grantee, immediately terminate for cause all existing contracts the State has with the Grantee, and de-bar <br /> the Grantee from doing future business with the State. <br /> Upon the Grantee filing a petition for bankruptcy or the entering of a judgment of bankruptcy by or against the <br /> Grantee,the State may immediately terminate,for cause,this contract and all other existing contracts the Grantee has <br /> with the State, and de-bar the Grantee from doing future business. <br /> 9. Waiver of Default: Waiver by the Agency of any default or breach in compliance with the terms of this Contract by <br /> the Grantee shall not be deemed a waiver of any subsequent default or breach and shall not be construed to be <br /> modification of the terms of this Contract unless stated to be such in writing,signed by an authorized representative <br /> of the Agency and the Grantee and attached to the contract. <br /> 10. Availability of Funds: The parties to this Contract agree and understand that the payment of the sums specified in <br /> this Contract is dependent and contingent upon and subject to the appropriation,allocation,and availability of funds <br /> for this purpose to the Agency. <br /> Gvmt Rev.6/12 Page 4 of 9 <br />