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r <br /> DocuSign Envelope ID : 3C815948- 1A81 -4F11 -A1F8-95538D79763B <br /> r <br /> G <br /> (fE <br /> i. <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 i <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 G <br /> assets , or like security , K- <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 /> E <br /> c <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 C: <br /> performance consistent with 911 center operations , <br /> 21 . Subcontracting . Grantee shall not subcontract any of the work contemplated under this <br /> itten approval from the 911 Board . Any approved subcontract <br /> contract without obtaining prior wr <br /> shall be subject to all conditions of this Agreement , Only the subgrantees specified in the IL <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 /> 1' <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 Maieure) , Neither party shall be liable for any failure or delay in <br /> performing any of its obligations tinder 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 dayAo - 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 47 <br /> exercise any other remedies available under this Agreement, or at law ; or invite the other party to <br /> c <br /> Page 13 of 21 <br /> L <br /> i <br />