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15 <br /> C. Grantee's ownership, or free use, of all planning materials, estimates, drafts,plans, <br /> drawings and similar items or information produced by Grantee's vendors in the event of <br /> termination for any reason. <br /> d. Grantee's requirement that its vendors provide contract security for their <br /> performance,including but not limited to,bonds,letters of credit,escrows of funds or other <br /> assets, or like security. <br /> e. Terms and conditions of agreements allocating damages and setting forth <br /> limitations of liability as may be necessary or proper to ensure that any breaches or failures <br /> to perform by Grantee's vendors, as a minimum measure, <br /> f. Acceptance testing and warranties for any and all equipment, goods and services <br /> provided by Grantee's vendors of sufficient duration and measurement to ensure <br /> performance consistent with 911 center operations. <br /> 21. Subcontracting. Grantee shall not subcontract any of the work contemplated under this <br /> contract without obtaining prior written approval from the 911 Board. Any approved subcontract <br /> shall be subject to all conditions of this Agreement. Only the subgrantees specified in the <br /> Application are to be considered approved upon award of the contract. Grantee shall be <br /> responsible for the performance of any subgrantee; and shall require all subgrantees to comply <br /> with the provisions of the grant award, including this Agreement. Grantee shall be responsible for <br /> the performance of any subgrantee. <br /> a. Grantee shall ensure that any subgrantee provides all information necessary or <br /> proper to ensure compliance with this Agreement and the timely completion of the Project. <br /> b. The Grantee shall provide all necessary personnel, equipment, and facilities <br /> required to implement the work as stated in the Grantee's Grant Application and <br /> subsequently approved project schedules, budgets and project scope identified herein, in <br /> accordance with the stated objectives, goals, results, standards, and deliverables. <br /> 22. Excusable Delay (Force Majeure). Neither party shall be liable for any failure or delay in <br /> performing any of its obligations under this Agreement that is due to causes beyond its reasonable <br /> control, such as, but not limited to, acts of God, earthquakes and other natural catastrophes, <br /> governmental acts, shortages of supplies, riots, war, fire, epidemics, delays in common carriers, <br /> labor strikes or other difficulties or circumstances beyond its reasonable control. Grantee shall <br /> notify the 911 Board promptly of any factor, occurrence or event that comes to its attention that <br /> may affect or delay Grantee's ability to perform any of its other obligations hereunder. The <br /> obligations and rights of the excused party shall be extended on a day-to-day basis for the time <br /> period equal to the period of the excusable delay. The parties agree that Grantee failing to place <br /> an order for the portable radios by February 5, 2025, does not constitute excusable delay. <br /> 23. Dispute Resolution. The Parties agree that it is in their mutual interest to resolve disputes <br /> informally. A claim by Grantee shall be submitted in writing to the 911 Board for decision. A <br /> claim by the 911 Board shall be submitted in writing to Grantee for decision. The Parties shall <br /> negotiate in good faith and use all reasonable efforts to resolve such dispute(s). During the time <br /> the Parties are attempting to resolve any dispute, each shall proceed diligently to perform their <br /> respective duties and responsibilities under this Agreement. If a dispute cannot be resolved <br /> between the Parties within thirty (30) days after delivery of notice, either Party may elect to <br /> exercise any other remedies available under this Agreement, or at law; or invite the other party to <br /> Page 13 of 21 <br />