2013/09/04 Council Agenda Packet

3 SECTION 36. SPECIFIC PERFORMANCE The funding board and RCO may enforce this Agreement by the remedy of specific performance,which usually will mean completion of the project as described in this Agreement.However,the remedy of specific performance shall not be the sole or exclusive remedy available to RCO.No remedy available to the funding board or RCO shall be deemed exclusive.The funding board or RCO may elect to exercise any,a combination of,or all of the remedies available to it under this Agreement,or under any provision of law,common law,or equity. SECTION 37. TERMINATION The funding board and RCO will require strict compliance by the sponsor with all the terms of this Agreement including,but not limited to,the requirements of the applicable statutes,rules and all funding board and RCO policies,and with the representations of the sponsor in its application for a grant as finally approved by the funding board A. For Cause. The funding board or the director may suspend or terminate the obligation to provide funding to the sponsor under this Agreement: i. In the event of any breach by the sponsor of any of the sponsor's obligations under this Agreement;or ii.If the sponsor fails to make progress satisfactory to the funding board or director toward completion of the project by the completion date set out in this Agreement. Included in progress is adherence to milestones and other defined deadlines In the event this Agreement is terminated by the funding board or director,under this section or any other section after any portion of the grant amount has been paid to the sponsor under this Agreement,the funding board or director may require that any amount paid be repaid to RCO for redeposit into the account from which the funds were derived. B. Non Availability of Funds. The obligation of the RCO to make payments is contingent on the availability of state and federal funds through legislative appropriation and state allotment. If amounts sufficient to fund the grant made under this Agreement are not appropriated to RCO for expenditure for this Agreement in any biennial fiscal period,RCO shall not be obligated to pay any remaining unpaid portion of this grant unless and until the necessary action by the Legislature or the Office of Financial Management occurs. If RCO participation is suspended under this section for a continuous period of one year,RCO's obligation to provide any future funding under this Agreement shall terminate. Termination of the Agreement under this section is not subject to appeal by the sponsor. C. For Convenience. Except as otherwise provided in this Agreement,RCO may,by ten(10)days written notice,beginning on the second day after the mailing,terminate this Agreement,in whole or in part.If this Agreement is so terminated,RCO shall be liable only for payment required under the terms of this Agreement for services rendered or goods delivered prior to the effective date of termination. SECTION 38. DISPUTE HEARING Except as may otherwise be provided in this Agreement,when a dispute arises between the sponsor and the funding hoard,which cannot be resolved,either party may request a dispute hearing according to the process set out in this section.Either party's request for a dispute hearing must be in writing and clearly state: A. The disputed issues; B. The relative positions of the parties; C. The sponsor's name,address,project title,and the assigned project number. In order for this section to apply to the resolution of any specific dispute or disputes,the other party must agree in writing that the procedure under this section shall be used to resolve those specific issues.The dispute shall be heard by a panel of three persons consisting of one person chosen by the sponsor,one person chosen by the director,and a third person chosen by the two persons initially appointed.If a third person cannot be agreed on,the third person shall be chosen by the funding board's chair. Any hearing under this section shall be informal,with the specific processes to be determined by the disputes panel according to the nature and complexity of the issues involved.The process may be solely based on written material if the parties so agree.The disputes panel shall be governed by the provisions of this Agreement in deciding the disputes. The parties shall be bound by the decision of the disputes panel,unless the remedy directed by that panel shall be without the authority of either or both parties to perform,as necessary,or is otherwise unlawful. Request for a disputes hearing under this section by either party shall be delivered or mailed to the other party.The request shall be delivered or mailed within thirty(30)days of the date the requesting party has received notice of the action or position of the other party which it wishes to dispute.The written Agreement to use the process under this section for resolution of those issues shall be delivered or mailed by the receiving party to the requesting party within thirty(30)days of receipt by the receiving party of the request. All costs associated with the implementation of this process shall be shared equally by the parties. SECTION 39. ATTORNEYS'FEES In the event of litigation or other action brought to enforce contract terms,each party agrees to bear its own attorney fees and costs. WINRP Project Agreement-RCO#12-1085D Outdoor Recreation Account Chapter 79A.15 RCW,Chapter 286 WAC 23 Page 14 of 15 PROJAGR.RPT