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Rev. 07/2024 Governmental 3 of 8 <br />furnishing or supplying work, services, materials, or supplies in connection with the performance of this <br />Contract, and from any and all claims and losses accruing or resulting to any person, firm, or corporation that <br />may be injured or damaged by the Grantee in the performance of this Contract and that are attributable to the <br />negligence or intentionally tortious acts of the Grantee provided that the Grantee is notified in writing within <br />30 days that the State has knowledge of such claims. The Grantee represents and warrants that it shall make <br />no claim of any kind or nature against the State’s agents who are involved in the delivery or processing of <br />Grantee goods to the State. The representation and warranty in the preceding sentence shall survive the <br />termination or expiration of this Contract. <br />7.Termination by Mutual Consent: The Parties may terminate this Contract by mutual consent with 60 days notice <br />to the other Party, or as otherwise provided by law. In that event, all finished or unfinished deliverable items <br />prepared by the Grantee under this Contract shall, at the option of the Agency, become its property. If the <br />Contract is terminated by the Agency as provided herein, the Grantee shall be paid for services satisfactorily <br />completed, less payment or compensation previously made. <br />8.Termination for Cause: If, through any cause, the Grantee shall fail to fulfill its obligations under this Contract <br />in a timely and proper manner, the Agency shall have the right to terminate this Contract by giving written <br />notice to the Grantee and specifying the effective date thereof. In that event, all finished or unfinished <br />deliverable items prepared by the Grantee under this Contract shall, at the option of the Agency, become its <br />property and the Grantee shall be entitled to receive just and equitable compensation for any satisfactory work <br />completed on such materials, minus any payment or compensation previously made. Notwithstanding the <br />foregoing provision, the Grantee shall not be relieved of liability to the Agency for damages sustained by the <br />Agency by virtue of the Grantee’s breach of this agreement, and the Agency may withhold any payment due the <br />Grantee for the purpose of setoff until such time as the exact amount of damages due the Agency from such <br />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 <br />or other acceptable alternative performance guarantees from successful offeror without expense to the State. <br />In addition, in the event of default by the Grantee under this Contract, the State may immediately cease doing <br />business with the Grantee, immediately terminate for cause all existing contracts the State has with the Grantee, <br />and de-bar 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 <br />Grantee has 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 <br />by the Grantee shall not be deemed a waiver of any subsequent default or breach and shall not be construed to <br />be modification of the terms of this Contract unless stated to be such in writing, signed by an authorized <br />representative 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 <br />in this Contract is dependent and contingent upon and subject to the appropriation, allocation, and availability <br />of funds for this purpose to the Agency. <br />11.Force Majeure: Neither Party shall be deemed to be in default of its obligations hereunder if and so long as it is <br />prevented from performing such obligations by any act of war, hostile foreign action, nuclear explosion, riot, <br />strikes, civil insurrection, earthquake, hurricane, tornado, or other catastrophic natural event or act of God. <br />Docusign Envelope ID: 58385E6A-CCB2-4965-9AFB-30E53E96EF0E