AG 1998 10 19 - Laserfiche WebLink

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PART II (of 3 Parts) Terms and Conditions Governing Contracts between a Grantee and Subgrantee for Professional or Technical Services In addition to any conditions specified in Part I, this Contract is subject to all of the conditions listed below. Waiver of any of these conditions must be upon the express written approval of an authorized representative, of the Department of Commerce and such waiver shall be made a part of this Contract. 1. Termination of Contract. If, through any cause, the Subcontractor shall fail to fulfill in a timely and proper manner his obligation under this contract, or if the S~Jbcontractor shall violate any of the covenants, agreements or stipulations of this Contract, or if the transfer under which this Contract is made is terminated by the Department of Health and Human Services(HHS) or the Legislature, the Grantee shall thereupon have the right to terminate this contract by giving written notice to the Subcontractor of such termination and specifying the effective date thereof. If the Subcontractor is unable or unwilling to comply with such additional conditions as may be lawfully imposed by HHS on the contract under which the Subgrantee is performing the program to which these professional services are being rendered, the Subcontractor shall have the right to terminate the Contract by giving written notice to the Subgrantee, signifying the effective date thereof. In the event of the termination all property and finished or unfinished documents, data, studies, and reports purchased or prepared by the Subcontractor under this Contract shall, at the option of the Subgrantee, become its property and the Subcontractor shall be entitled to compensation for any unreimbursed expenses necessarily incurred in satisfactory performance of the Contract. Notwithstanding the above, the Subcontractor shall not be relieved of liability to the Grantee for damages sustained by the Grantee by virtue of any breach of Contracts executed under this program by the Subcontractor, and the Subgrantee may withhold any reimbursement to the Subcontractor for the purpose of set-off against this and/or prior contracts executed under this program until such time as the exact amount of damages due the Subgrantee from the Subcontractor is agreed upon or otherwise determined. 2. Chanqes. The Subgrantee may, from time to time, request changes in the scope of the services of the Subcontractor to be performed thereunder. Such changes, including any increase or decrease in the amount of the Subcontractor's compensation, which are mutually agreed upon by and between the Subgrantee and the Subcontractor, must be incorporated in written amendments to this Contract. 3. Travel Expenses. If the Subcontractor is to be reimbursed for travel expenses, and (1) if the Subcontractor is a public agency, expenses charged for travel shall not exceed those allowable under the customary practice in the government of which the agency is a part; or (2) if the Subcontractor is a private agency, expenses charged for travel shall not exceed those which would be allowed under the rules of the United States Government governing official travel by its employees. In any event, per diem other than mileage, for activities within a 50 mile radius of the Subcontractor is not allowable unless prior written approval is received from the Subgrantee.