1993-110E:\YPD0CS\0RD\FLUORIDE.0
ORDINANCE NO. ~'3 -//0
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT
WITH THE TEXAS DEPARTMENT OF HEALTH TO PARTICIPATE IN A GRANT PRO-
GRAM ADMINISTERED BY THE TEXAS DEPARTMENT OF HEALTH FOR THE PURPOSE
OF UPGRADING THE CITY'S WATER TREATMENT PLANT FLUORIDATION SYSTEM;
AUTHORIZING THE EXPENDITURE OF FUNDS PURSUANT TO SAID AGREEMENT;
AND DECLARING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the City Manager is hereby authorized to exe-
cute an Agreement with the Texas Department of Health to partici-
pate in a grant program administered by the Texas Department of
Health for the purpose of upgrading the water fluoridation system
operated by the City at its water treatment plant, a copy of which
is attached hereto and incorporated by reference herein.
SECTION II. That the City Council hereby authorizes the ex-
penditure of funds in the manner and amount as specified in the
Agreement.
SECTION III. That this ordinance shall become effective immed-
iately upon its passage and approval.
PASSED AND APPROVED this the day of 0111A 1 , 1993.
BOB CASTLEBERRY, MA
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY*
6/0E 14 1 o
APPROVED AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
BY • G...
TEXAS DEPARTMENT OF HEALTH CONTRACT
1100 West 49th Street
Austin, Texas 78756-3199
STATE OF TEXAS
COUNTY OF TRAVIS TDH Document No. C3000933-01
This contract is between the Texas Department of Health, hereinafter referred to
as RECEIVING AGENCY, and the party listed below as PERFORMING AGENCY and
includes general provisions and attachments detailing scope(s) of work and
special provisions.
PERFORMING AGENCY: CITY OF DENTON
(PRINT OR TYPE)
Mailing Address: 215 E. McKinney Denton Tx 76201
(City) (St) (Zip)
Street Address:
If different) (city) St Zip)
Authorized
Contracting Entity:
(If different from PERFORMING AGENCY
Payee Name: City of Denton Municipal Utilities-Water Production Division
(Must match with vendor identification number shown below)
Payee Address: 1701-B Spencer Road, Denton, TX 76205
(Must match with vendor identification number shown below)
State of Texas Vendor Identification Number (14 digits): 17560005146019
Finance Officer/Contact: Timothy S. Fisher
Type of Organization: City
Designate: Elmentary secondary school, junior college, senior college
university, city, county, other political subdivision, council of
governments, judicial district, community services program, individual,
or other (define).
Is this a small business NO (Yes/No) and/or minority/woman owned No (yes/No)
Is this a non-profit business Yes (Yes/No)
PAYEE AGENCY Fiscal Year Ending Month: September
SUMMARY OF TRANSACTION:
Dental Care Program contract for water fluoridation project.
Revised 9/92
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EXECUTED IN DUPLICATE ORIGINALS ON THE DATES SHOWN.
Authorized Contracting Entity type
above if different from PERFORMING
AGENCY) for and in behalf of:
TDH Document No: C3000933-01
CITY OF DENTON
4si*-afure' RMING P.
By
of pe rs
to gn contracts)
Lloyd Harrell
(Name nd Title)
TEXAS DEPARTMENT OF HEALTH
RECEIVING AGENCY
By: Z/cL Z "i
Signature of person authorized
to sign contracts)
Linda Farrow, Chief
Bureau of Financial Services
(Name and Title)
Date: Date: q,3
0
RECOMMENDED: APPROVED AS TO F RM: /
By:
By: (PERFORMING AGENCY Director, Office of General Counsel
if different from person
authorized to sign contract)
TDH DOCUMENT NO. C3000933-01
PERFORMING AGENCY:
CITY OF DENTON
RECEIVING AGENCY PROGRAM: BUREAU OF DENTAL HEALTH SERVICES
TERM: JUNE 1, 1993 THROUGH SEPTF.MRF.R '100 1994
PERFORMING AGENCY and RECEIVING AGENCY agree this contract incorporates all
covenants and agreements pertaining hereto. No prior agreement or understanding,
oral or otherwise, of the parties or their agents will be valid or enforceable
unless embodied in this contract.
The person or persons signing and executing this contract on behalf of PERFORMING
AGENCY, or representing themselves as signing and executing this contract on
behalf of PERFORMING AGENCY, do hereby warrant and guarantee that he, she, or
they have been duly authorized by PERFORMING AGENCY to execute this contract on
behalf of PERFORMING AGENCY and to validly and legally bind PERFORMING AGENCY to
all terms, performances, and provisions herein set forth.
ARTICLE 1. Scope of Work
RECEIVING AGENCY will assist in the initiation, implementation, and maintenance
of a water fluoridation system operated by PERFORMING AGENCY for the dental
health benefit of the population served by PERFORMING AGENCY. PERFORMING AGENCY
agrees to purchase, install, operate, and maintain equipment required to
accomplish the purpose as set forth in drawings and equipment component listing
prepared by RECEIVING AGENCY and provided to PERFORMING AGENCY. Activities will
be performed and reports submitted in accordance with RECEIVING AGENCY rules and
program guidelines as approved by RECEIVING AGENCY which are adopted by reference
as a part of this contract.
Total reimbursements for this contract will not exceed $ 20,000.00
PERFORMING AGENCY will provide services to an estimated 67,422 persons in
the geographic area defined as: the City of Denton
PERFORMING AGENCY will purchase and install initial (and any subsequent
replacement) fluoridation equipment in strict compliance with drawings and
equipment component listing prepared by RECEIVING AGENCY and incorporated by
reference into and made part of this contract. PERFORMING AGENCY will install
equipment in a timely manner and without delay. Any variations from PERFORMING
AGENCY's drawings and equipment component listing must have RECEIVING AGENCY's
prior written approval. PERFORMING AGENCY agrees to use equipment and supplies
for fluoridation purposes only.
PERFORMING AGENCY will assure that at least one operator of PERFORMING AGENCY's
water system attends a RECEIVING AGENCY sponsored fluoridation operator training
course prior to or within six months of installation completion and as necessary
subsequently to maintain at least one RECEIVING AGENCY trained operator in
PERFORMING AGENCY's employ.
PERFORMING AGENCY will operate the fluoridation equipment so as to add fluoride
chemical to the water in an amount sufficient to adjust the natural fluoride
level to the optimal level of 0.7 to 1.3 parts per million.
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PERFORMING AGENCY will perform onsite monitoring of fluoride level in treated
water each normal workday and maintain a permanent record of these readings for
periodic RECEIVING AGENCY onsite review or for submission if requested by
RECEIVING AGENCY.
PERFORMING AGENCY will submit water samples to RECEIVING AGENCY for fluoride
level analysis once a month or with less frequency as may be specified in writing
by RECEIVING AGENCY.
PERFORMING AGENCY will assure RECEIVING AGENCY of continuation of fluoridation
beyond the contract term by continuing to submit monthly water samples to
RECEIVING AGENCY for fluoride level analysis.
Funds awarded under this contract that are not utilized for a specific
fluoridation cost identified in PERFORMING AGENCY's drawings and equipment
component listing may be used to offset other allowable fluoridation-related
costs with RECEIVING AGENCY's prior written approval.
PERFORMING AGENCY will provide written justification to RECEIVING AGENCY if the
project has not commenced within thirty (30) days after execution of the
contract. If PERFORMING AGENCY's project has not commenced within sixty (60) days
after execution of the contract, RECEIVING AGENCY may cancel this contract for
noncompliance according to the provisions of the Suspension/Termination Article.
Satisfactory performance of this contract will be measured in part by:
(1) adherence to the contract; (2) results of CPA or State Auditor reports; 3)
timeliness, completeness, and accuracy of required reports; and (4) timely
completion and implementation of fluoridation system.
Notwithstanding the foregoing provisions, at any time, PERFORMING AGENCY may, in
its sole discretion, determine to discontinue fluoridation. If PERFORMING AGENCY
determines to discontinue fluoridation, its sole obligation hereunder shall be
to notify RECEIVING AGENCY of its decision within 30 days and make available to
RECEIVING AGENCY for pick-up by RECEIVING AGENCY all fluoridation equipment
financed hereunder. Thereafter, PERFORMING AGENCY shall have no further
obligations hereunder, including, no obligations to operate the fluoridation
equipment, perform onsite monitoring of fluoride level or submit water samples
for fluoride level analysis.
ARTICLE 2. Funding
This contract is contingent upon funding being available for the term of the
contract and PERFORMING AGENCY will have no right of action against RECEIVING
AGENCY in the event that RECEIVING AGENCY is unable to perform its obligations
under this contract as a result of the suspension, termination, withdrawal, or
failure of funding to RECEIVING AGENCY or lack of sufficient funding of RECEIVING
AGENCY to this contract. If funds become unavailable, provisions of the
Suspension/Termination Article will apply.
No commitment of contract funds is permitted prior to the first day nor
subsequent to the last day of the term.
ARTICLE 3. Amendments
This contract may be amended, and such amendments will be in writing and duly
executed by the parties hereto.
ARTICLE 4. Severability
if any provision of this contract will be construed to be illegal or invalid,
this will not affect the legality or validity of any of the other provisions
hereof. The illegal or invalid provision will be deemed stricken and deleted
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herefrom to the same extent and effect as if never incorporated herein, but all
other provisions will continue.
ARTICLE 5. Applicable Laws and Standards
This contract will be governed by the laws of the State of Texas and enabling
state/federal regulations, including federal Preventive Health and Health
Services Block Grant requirements. Federal program and financial information may
be found in the Catalog of Federal Domestic Assistance (CFDA) under catalog
number 93.991. RECEIVING AGENCY's legal authority to contract is Chapter 12
Health and Safety Code.
PERFORMING AGENCY agrees Chapter 783, Texas Government Code Annotated (Vernon's
Pamphlet 1992), [Uniform Grant and Contract Management Act (UGCMA)], as may be
amended by revised federal circulars to be incorporated in UGCMA by the
Governor's Budget and Planning Office, applies as terms and conditions of this
contract, and the standards are adopted by reference in their entirety. If a
conflict arises between the provisions of this contract and UGCMA, the provisions
of UGCMA will prevail unless expressly stated otherwise. A copy of this manual
and its references are provided to PERFORMING AGENCY by RECEIVING AGENCY upon
request.
PERFORMING AGENCY must obtain prior approval from RECEIVING AGENCY for major
project changes which are specified in RECEIVING AGENCY's institutional prior
approval procedures. These procedures are incorporated by reference as a
condition of this contract.
In accordance with Section 1352 of Public Law 101-121, effective December 22,
1989, PERFORMING AGENCY is prohibited from using funds granted under this
contract for lobbying Congress or any agency in connection with a particular
contract. In addition, if at any time a contract exceeds $100,000, the law
requires certification that none of the funds provided by RECEIVING AGENCY to
PERFORMING AGENCY have been used for payment to lobbyists. Regardless of funding
source, and if a contract exceeds $100,000, a disclosure form must be completed
if PERFORMING AGENCY has any agreement with a lobbyist. This certification
and/or form is available upon request and must be forwarded to RECEIVING AGENCY
within 90 days of receipt.
PERFORMING AGENCY certifies by execution of this contract that its payment of
franchise taxes is current or, if PERFORMING AGENCY is exempt from payment of
franchise taxes, that it is not subject to the State of Texas franchise tax. A
false statement regarding franchise tax status will be treated as a material
breach of this contract and may be grounds for termination at the option of
RECEIVING AGENCY. If franchise tax payments become delinquent during the
contract term, payments under this contract will be held until PERFORMING
AGENCY's delinquent franchise tax is paid in full.
PERFORMING AGENCY further certifies by execution of this contract that it is not
ineligible for participation in federal or state assistance programs under
Executive Order 12549, Debarment and Suspension. PERFORMING AGENCY certifies,
by submission of this contract, that neither it nor its principals is presently
disbarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from participation in this transaction by any Federal department or
agency. Where the PERFORMING AGENCY is unable to certify to any of the
statements in this certification, PERFORMING AGENCY shall attach an explanation.
PERFORMING AGENCY specifically asserts that it does not owe a single substantial
debt or a number of outstanding debts to a federal or state agency. A false
statement regarding PERFORMING AGENCY's status will be treated as a material
breach of this contract and may be grounds for termination at the option of
RECEIVING AGENCY.
ARTICLE 6. Assurances
PERFORMING AGENCY assures that no person will, on the grounds of race, creed,
color, disability, national origin, sex, age, political affiliation or beliefs,
be excluded from, be denied the benefit of, or be subjected to discrimination
under any program or activity funded in whole or in part under this agreement.
Incorporated by reference the same as if specifically written herein are the
rules, regulations, and all other requirements imposed by law including, but not
limited to, compliance with those pertinent rules and regulations of the State
of Texas and those of United States agencies providing funds to the State of
Texas.
PERFORMING AGENCY assures it will not transfer or assign its interest in this
contract without written consent of RECEIVING AGENCY.
ARTICLE 7. Standards For Financial Manaaement
PERFORMING AGENCY will develop, implement, and maintain financial management and
control systems that meet or exceed the requirements of UGCMA. Those
requirements include at a minimum:
Financial planning including the development of budgets that adequately
reflect all functions and resources necessary to carry out authorized
activities and the adequate determination of costs; and,
Financial management system including accurate, correct, and complete
payroll,, accounting, and financial reporting records, cost source
documentation, effective internal and budgetary controls, determination of
reasonableness, allowability, and allocability of costs, and timely and
appropriate audits and resolution of any findings.
ARTICLE S. Allowable Costs and Audit Requirements
only those costs allowable under UGCMA and OMB Circular A-110, and any revisions
thereto, plus any applicable federal cost principles are eligible for
reimbursement under this contract. Applicable cost principles and audit
requirements are as follows:
Administrative
Applicable Cost Principles Audit Requirements Requirements
A-87, State & Local Governments Circular A-128 UGCMA
A-21, Educational Institutions Circular A-133 OMB Circular A-110
A-122, Non-Profit Organizations Circular A-133 UGCMA
To be eligible for reimbursement under this contract, a cost must have been paid
within the contract term by PERFORMING AGENCY prior to claiming reimbursement
from RECEIVING AGENCY or encumbered by the last day of the contract term and paid
no later than 45 days following the completion of installation.
Each PERFORMING AGENCY/AUTHORIZED CONTRACTING ENTITY receiving $25,000 or more
in total federal/state financial assistance during their fiscal year shall
arrange for an agency-wide financial and compliance audit of PERFORMING
AGENCY'S/AUTHORIZED CONTRACTING ENTITY'S fiscal year. The audit must be
conducted by an independent CPA and must be in accordance with the applicable OMB
Circulars and Government Auditing Standards. Procurement of audit services will
comply with state procurement procedures, as well as provisions of UGCMA.
Within 30 days of receipt of audit report, PERFORMING AGENCY/AUTHORIZED
CONTRACTING ENTITY will submit a copy to RECEIVING AGENCY's Internal Audit
Division.
ARTICLE 9. Terms and Conditions of Payment
For services satisfactorily performed, PERFORMING AGENCY will receive
reimbursement for allowable costs. Reimbursements will not exceed the total
contract amount and are contingent upon both parties' signatures on the contract.
Claims for reimbursement will be made on a State of Texas Purchase Voucher (TDH
Form #AG-37). Vouchers for reimbursement of actual expenses will be submitted
monthly within 20 days following the end of the month covered by the bill or on
an as needed basis. A make-up claim may be submitted as a final close-out bill
not later than 45 days following the completion of installation. Advance payment
is not allowed.
Payments made for approved claims or notice of denial of claims submitted against
this contract will be mailed not later than 60 days after receipt of monthly
vouchers. Payment is considered made on the date postmarked. Any
reimbursements made by PERFORMING AGENCY to subcontractors will be made in
accordance with Article 601f, V.T.C.S.
Funding from this contract will not be used to supplant state or local funds, but
PERFORMING AGENCY will use such funds to increase state or local funds currently
available to PERFORMING AGENCY for water fluoridation. PERFORMING AGENCY further
agrees to maintain to the best of its ability its current level of support, if
any.
PERFORMING AGENCY will refund to RECEIVING AGENCY any funds PERFORMING AGENCY
claims and receives from RECEIVING AGENCY for the reimbursement of costs which
are determined by RECEIVING AGENCY to be ineligible for reimbursement.
RECEIVING AGENCY will have the right to withhold all or part of any future
payments to PERFORMING AGENCY to offset any reimbursement made to PERFORMING
AGENCY for any ineligible expenditures not refunded to RECEIVING AGENCY by
PERFORMING AGENCY.
Payment may be denied for noncompliance if required reports are not on file,
or if program requirements are not met as specified in the Scope of Work.
ARTICLE 10. Reports and Inspections
PERFORMING AGENCY will submit the following reports not later than 45 days
following the completion of installation:
- Request for Advance or Reimbursement, Form 270 (TDH Form GC-10); and,
- Report of Tangible Nonexpendable Property (TDH Form GC-11).
PERFORMING AGENCY will submit quarterly (or at a frequency specified in writing
by RECEIVING AGENCY) program progress reports (Form 87a) covering the PERFORMING
AGENCY's activities under this contract.
RECEIVING AGENCY and any authorized representative(s) of the federal government
have the right, at all reasonable times, to inspect or otherwise evaluate the
work performed or being performed hereunder and the premises in which it is being
performed, including subcontractors. PERFORMING AGENCY will participate in
and provide reasonable access, facilities, and assistance to the representatives.
All inspections and evaluations will be performed in such a manner as will not
unduly delay the work.
PERFORMING AGENCY agrees that RECEIVING AGENCY and the federal government, or any
of their duly authorized representatives, will have access to any pertinent
books, documents, papers, and records of PERFORMING AGENCY for the purpose of
making audit, examination, excerpts, and transcripts of transactions related to
the contract. RECEIVING AGENCY will have the right to audit billings both before
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and after payment. Payment under the contract will not foreclose the right of
RECEIVING AGENCY to recover excessive or illegal payments.
Any deficiencies identified by RECEIVING AGENCY upon examination of PERFORMING
AGENCY's records will be conveyed in writing to PERFORMING AGENCY. PERFORMING
AGENCY's resolution of findings will also be conveyed in writing to RECEIVING
AGENCY within 30 days of receipt of RECEIVING AGENCY'S findings. A determination
by RECEIVING AGENCY of either an inadequate or inappropriate resolution of the
findings may result in the withholding of funds or suspension of the contract.
Any such withholding of funds or suspension will remain in effect until the
findings are properly remedied as determined by RECEIVING AGENCY.
PERFORMING AGENCY will retain all such records for a period of three years from
the date of the final expenditure report submitted under this contract or until
resolution of all audit questions, whichever time period is longer.
ARTICLE 11. Equipment and supplies
Equipment is defined as tangible nonexpendable property with an acquisition cost
of over $500 and a useful life of more than one year. In accordance with Article
601b, V.T.C.S., Section 8.02(c), title to all equipment purchased from funds
provided herein will be in the name of PERFORMING AGENCY throughout the contract
term.
Unless initially listed and approved in the contract, prior written approval from
RECEIVING AGENCY is required for any additions to or deletions of approved
equipment purchases having an acquisition cost exceeding $500.
PERFORMING AGENCY will maintain an annual property and inventory listing and
submit a report (TDH Form GC-11) to RECEIVING AGENCY not later than 45 days
following the completion of installation. PERFORMING AGENCY will administer a
program of maintenance, repair, and protection of assets under this contract so
as to assure their full availability and usefulness. In the event PERFORMING
AGENCY is indemnified, reimbursed, or otherwise compensated for any loss of,
destruction of, or damage to the assets provided under this contract, it will use
the proceeds to repair or replace said assets.
PERFORMING AGENCY agrees that upon termination of the contract, title to any
remaining equipment purchased from funds as hereinabove provided will be
transferred to RECEIVING AGENCY or any other party designated by RECEIVING
AGENCY; provided, however, that RECEIVING AGENCY may, at its option and to the
extent allowed by law, transfer title to such property to PERFORMING AGENCY.
ARTICLE 12. Subcontracting
PERFORMING AGENCY may enter into agreements with subcontractors. Subcontracts,
if any, entered into by PERFORMING AGENCY will be in writing and subject to the
requirements of this contract. PERFORMING AGENCY agrees that it will be
responsible to RECEIVING AGENCY for the performance of any subcontractor. In
addition, if PERFORMING AGENCY elects to enter into an agreement which
subcontracts out a substantial portion of PERFORMING AGENCY's Scope of Work,
prior written approval must be obtained from RECEIVING AGENCY.
ARTICLE 13. Hold Harmless
PERFORMING AGENCY, which is not a state agency, assures that it is an independent
contractor and not an agent, servant, or employee of the state. Except to the
extent that Chapter 104 of the Texas Civil Practice and Remedies Code is
applicable to this contract, PERFORMING AGENCY agrees to hold RECEIVING AGENCY
and/or federal government harmless and to indemnify them from and against any and
all claims, demands, and causes of action of every kind and character which may
be asserted by any third party occurring or in any way incident to, arising out
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of, or in connection with the performance of services by PERFORMING AGENCY under
this contract to the extent allowed. by law, and to the extent of damages
permitted under Chapter 101 of the Texas Civil Practice and Remedies Code.
PERFORMING AGENCY, by acceptance of funds provided through contract, agrees and
ensures that personnel paid from these funds are duly licensed and/or qualified
to perform the required services.
ARTICLE 14. Bonding
Each person employed by PERFORMING AGENCY who handles funds under this contract,
including persons authorizing payment of such funds, will be covered by the terms
of a fidelity bond providing for indemnification of losses occasioned by: (1) any
fraudulent or dishonest act or acts committed by any of PERFORMING AGENCY's
employees either individually or in concert with others, and/or, (2) failure of
PERFORMING AGENCY or any of its employees to perform faithfully his/her duties
or to account properly for all monies and property received by virtue of his/her
position or employment. This fidelity bond will be in the amount of not less
than Ten Thousand Dollars ($10,000).
In the event that PERFORMING AGENCY, being an independent contractor, maintains
a self-insurance program that provides for the indemnification of losses as
described in the above paragraph regarding fidelity bonds, then PERFORMING AGENCY
will provide RECEIVING AGENCY a certified statement which summarizes its self-
insurance plan. The certified statement will be submitted at the time this
contract is submitted for approval. Any changes to said plan, which occur during
the term of this contract period, will be reported to RECEIVING AGENCY. The
self-insurance program should be based on the determination that the coverage can
be provided at a cost no greater than the cost of obtaining equivalent coverage
from an insurance company.
ARTICLE 15. suspension/Termination
If PERFORMING AGENCY fails to comply with RECEIVING AGENCY's reporting
requirements, the program objectives, or the contract award conditions, RECEIVING
AGENCY may withhold payments. RECEIVING AGENCY will provide advance written
notice to PERFORMING AGENCY which will identify the deficiency and RECEIVING
AGENCY's intent to withhold payments if the deficiency is not corrected within
a specific number of days. When the deficiency is corrected, RECEIVING AGENCY
will release any withheld payments with no further action. If PERFORMING AGENCY
fails to comply with the terms, conditions, or standards of this contract,
RECEIVING AGENCY may suspend the contract and prohibit PERFORMING AGENCY from
incurring additional obligations of funds pending either corrective action or
termination. RECEIVING AGENCY will provide written notice to PERFORMING AGENCY
at least thirty (30) days in advance of the suspension date. Such notice will
detail the nature of noncompliance and specify a correction date. PERFORMING
AGENCY may request a hearing on the proposed suspension if such request is made
in writing within ten (10) days from any final notification of suspension.
This contract may be terminated by either of the parties hereto for noncompliance
by the other party. A party intending to terminate for noncompliance by the
other party will provide written notice to the other party at least thirty (30)
days prior to the intended date of termination. Such notice will include the
reasons for the termination and will provide the other party an opportunity to
rebut the reasons in writing. A hearing may be requested on the proposed
termination if such request is made in writing within ten (10) days from any
final notification of termination. By such termination, neither party may
nullify obligations already incurred for performance or failure to perform prior
to the date of termination. Such termination will not be an exclusive remedy but
will be in addition to any other rights and remedies provided by law or under
this contract.
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This contract may be terminated in whole, or in part, when both parties agree
that continuation would not produce results commensurate with further expenditure
of funds. Both parties will agree on the effective date and, in the case of
partial termination, the portion to be terminated. RECEIVING AGENCY will
immediately send PERFORMING AGENCY written notice of the terms agreed to and such
notice will become a part of the contract. PERFORMING AGENCY will not incur new
obligations for the terminated portion after the effective date of termination
and will cancel as many outstanding obligations as possible. RECEIVING AGENCY
will allow full credit to PERFORMING AGENCY for noncancelable obligations which
were properly incurred prior to the termination date. This contract may be
terminated if funds allocated for this purpose hereto should become reduced,
depleted, or unavailable during the contract period, and RECEIVING AGENCY is
unable to obtain additional funds for such purposes.
RECEIVING AGENCY will immediately provide written notification to PERFORMING
AGENCY of such fact and this contract is terminated upon receipt of that
notification. PERFORMING AGENCY will not incur new obligations after the
effective date of termination and will cancel as many outstanding obligations as
possible. RECEIVING AGENCY will allow full credit to PERFORMING AGENCY for
noncancelable obligations which were properly incurred prior to the termination
date.
This contract may be terminated in the event that federal or state laws or other
requirements should be amended or judicially interpreted so as to render
continued fulfillment of this contract, on the part of either party, unreasonable
or impossible. If the parties should be unable to agree upon amendment which
would therefore be needed to enable the substantial continuation of the services
contemplated herein, then, upon written notification by RECEIVING AGENCY to
PERFORMING AGENCY, the parties will be discharged from any further obligations
created under the terms of this contract, except for the equitable settlement of
the respective accrued interests or obligations as of the date of termination.
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