Common use of TERMINATION, SANCTION, DAMAGES Clause in Contracts

TERMINATION, SANCTION, DAMAGES. 20.1 If Contractor or any of its lower tiered sub-grantees or subcontractors performs Services under the Agreement outside of the United States, the performance of such Services shall be treated as a material breach of the Agreement. The Agency is not obligated to pay and shall not pay for such Services. If the Contractor or any of its lower tiered sub-grantees or subcontractors perform any such Services, the Contractor shall immediately return to the Agency all grant funds disbursed as payment or reimbursement for those Services or on the basis of the cost of such Services having been counted as match or cost share specifically required as a condition for disbursement of grant funds. 20.2 The Agency may, at any time after Contractor’s breach, terminate the Agreement, upon written notice to Contractor. The Agency may recover all accounting, administrative, legal and other expenses reasonably necessary for the preparation of the termination of the Agreement. To the extent that actual and direct damages are uncertain or difficult to ascertain, the Agency may recover a payment of liquidated damages in the amount of twenty-five percent (25%) of the maximum amount of funds to be paid to Contractor under this Agreement (not to exceed the amount of grant funds disbursed prior to any termination of this Agreement). 20.3 The Agency, in its sole discretion, may provide written notice to the Contractor of a breach and permit Contractor to cure the breach. Such cure period shall not exceed 21 calendar days. Notwithstanding the Agency permitting a period of time to cure the breach or Contractor’s cure of the breach, the Agency does not waive any of the contract rights and/or remedies provided the Agency under this Agreement, including, but not limited to (i) the recovery of grant funds paid for Services provided by the Contractor or its lower tiered sub-grantees or subcontractors (including those Services performed outside of the United States), (ii) costs associated with corrective action, (iii) liquidated damages, or, (iv) the Agency’s direct expenses in enforcing this Agreement, including the Agency’s reasonable attorneys’ fees and litigation expenses.

TERMINATION, SANCTION, DAMAGES. 20.1 If Independent Contractor or any of its lower tiered sub-grantees or subcontractors performs Services perform services under the this Agreement outside of the United States, or if the Independent Contractor otherwise violates the requirements of Executive Orders 2019-12D or 2022-02D, the performance of such Services services shall be treated as a material breach of the Agreement. The Agency State is not obligated to pay and shall not pay for such Servicesservices. If the Independent Contractor or any of its lower tiered sub-grantees or subcontractors perform any such Servicesservices under this Agreement outside of the United States, the Independent Contractor shall immediately return to the Agency State all grant funds disbursed as payment or reimbursement paid for those Services services. The State may also recover from the Independent Contractor all costs associated with any corrective action the State may undertake, including but not limited to an audit or on the basis a risk analysis, as a result of the cost of such Services having been counted as match or cost share specifically required as a condition for disbursement of grant funds. 20.2 Independent Contractor performing services outside the United States. The Agency State may, at any time after Contractor’s the breach, terminate the Agreement, upon written notice to the Independent Contractor. The Agency State may recover all accounting, administrative, legal and other expenses reasonably necessary for the preparation of the termination of the AgreementAgreement and costs associated with the acquisition of substitute services from a third party. To If the extent State determines that actual and direct damages are uncertain or difficult to ascertain, the Agency State in its sole discretion may recover a payment of liquidated damages in the amount of twenty-five one percent (251%) of the maximum amount value of funds to be paid to Contractor under this Agreement (not to exceed the amount of grant funds disbursed prior to any termination of this Agreement). 20.3 . The AgencyState, in its sole discretion, may provide written notice to the Independent Contractor of a breach and permit the Independent Contractor to cure the breach. Such cure period shall not exceed 21 be no longer than twenty-one (21) calendar days. During the cure period, the State may buy substitute services from a third party and recover from the Independent Contractor any costs associated with acquiring those substitute services. Notwithstanding the Agency State permitting a period of time to cure the breach or the Independent Contractor’s cure of the breach, the Agency State does not waive any of the contract its rights and/or and remedies provided the Agency under State in this Agreement, including, including but not limited to (i) the recovery of grant funds paid for Services provided by services the Independent Contractor or its lower tiered sub-grantees or subcontractors (including those Services performed outside of the United States)States or in violation of Executive Orders 2019-12D and/or 2022-02D, (ii) costs associated with corrective action, (iii) or liquidated damages, or, (iv) the Agency’s direct expenses in enforcing this Agreement, including the Agency’s reasonable attorneys’ fees and litigation expenses.

TERMINATION, SANCTION, DAMAGES. 20.1 21.1 If Contractor or any of its lower lower-tiered sub-grantees or subcontractors sub-contractors performs Services services under the Agreement outside of the United States, the performance of such Services services shall be treated as a material breach of the Agreement. The Agency is not obligated to pay and shall not pay for such Servicesservices. If the Contractor or any of its lower lower- tiered sub-grantees or subcontractors sub-contractors perform any such Servicesservices, the Contractor shall immediately return to the Agency all grant funds disbursed as payment or reimbursement for those Services services or on the basis of the cost of such Services services having been counted as match or cost share specifically required as a condition for disbursement of grant funds. 20.2 21.2 The Agency may, at any time after Contractor’s the breach, terminate the Agreement, upon written notice to Contractor. The Agency may recover all accounting, administrative, legal and other expenses reasonably necessary for the preparation of the termination of the Agreement. To If the extent Agency determines that actual and direct damages are uncertain or difficult to ascertain, the Agency in its sole discretion may recover a payment of liquidated damages in the amount of twenty-five percent (25%) of the maximum amount value of funds to be paid to Contractor under this the Agreement (not to exceed the amount of grant funds disbursed prior to any termination of this the Agreement). 20.3 21.3 The Agency, in its sole discretion, may provide written notice to the Contractor of a breach and permit Contractor to cure the breach. Such cure period shall be not exceed longer than 21 calendar days. Notwithstanding the Agency permitting a period of time to cure the breach or Contractor’s cure of the breach, the Agency does not waive any of the contract rights and/or and remedies provided the Agency under this in the Agreement, including, but not limited to (i) to, the recovery of grant funds paid for Services services provided by the Contractor or Contractor, its lower tiered sub-grantees or subcontractors (including those Services sub-contractors performed outside of the United States), (ii) costs cost associated with corrective action, (iii) or liquidated damages, or, (iv) the Agency’s direct expenses in enforcing this Agreement, including the Agency’s reasonable attorneys’ fees and litigation expenses.