Laserfiche WebLink
1 4 Failure to agree with such amounts shall be a dispute within the meaning of the <br /> "Disputes" clause of this Agreement. If-the termination is for cause, the County shall <br /> determine the extent of the liability of the County. The County shall have no other <br /> obligation to the Subrecipient for termination. The County may withhold from any <br /> amounts due the Subrecipient such sum as the County determines to be necessary to <br /> protect the County against potential loss or liability. The rights and remedies of the <br /> County provided in this Agreement shall not be exclusive and are in addition to any other <br /> rights and remedies provided by law. <br /> After receipt of a notice of termination, and except as otherwise directed by the County <br /> in writing, the Subrecipient shall: <br /> a. Stop work under the Agreement on the date, and to the extent specified, in the <br /> notice; <br /> b. Place no further orders or sub-contracts for materials, services, supplies, equipment <br /> and/or facilities in relation to this Agreement except as may be necessary for <br /> completion of such portion of the work under the Agreement as is not terminated; <br /> c. Assign to the County , in the manner, at the times, and to the extent directed by the <br /> County, all of the rights, title, and interest of the Subrecipient under the orders and <br /> sub-contracts so terminated, in which case the County has the right, at its discretion, <br /> to settle or pay any or all claims arising out of the termination of such orders and <br /> contracts; <br /> d. Settle all outstanding liabilities and all claims arising out of such termination of orders <br /> and contracts, with the approval or ratification of the County to the extent the County <br /> may require, which approval or ratification shall be final for all the purposes of this <br /> clause; <br /> e. Transfer title to the County and deliver in the manner, at the times, and to the extent <br /> directed by the County any property which, if the Agreement had been completed, <br /> would have been required to be furnished to the County; <br /> f. Complete performance of such part of the work as shall not have been terminated by <br /> the County in compliance with all contractual requirements; and <br /> g. Take such action as may be necessary, or as the County may require, for the <br /> protection and preservation of the property related to this Agreement which is in the <br /> possession of the Subrecipient and in which the County has or may acquire an - <br /> interest. <br /> A.34 UTILIZATION OF MINORITY AND WOMEN BUSINESS ENTERPRISES (MWBE) <br /> The Subrecipient is encouraged to utilize business firms that are certified as minority- <br /> owned and/or women-owned in carrying out the purposes of this Agreement. The <br /> Subrecipient may set utilization standards, based upon local conditions or may utilize the <br /> state of Washington MWBE goals, as identified in WAC 326-30-041. <br /> A.35 WAIVERS <br /> No conditions or provisions of this Agreement can be waived unless approved in <br /> advance by the County in writing. The County's failure to insist upon strict performance <br /> of any provision of the Agreement or to exercise any right based upon a breach thereof, <br /> or the acceptance of any performance during such breach, shall not constitute a waiver <br /> of any right under this Agreement. <br /> A.36 VENUE <br /> This Agreement shall be construed and enforced in accordance with, and the validity <br /> and performance shall be governed by, the laws of the state of Washington. Venue of <br /> any suit between the parties arising out of this Agreement shall be the Superior Court of <br /> Snohomish County, Washington. The Subrecipient, by execution of this Agre Tnent <br /> acknowledges the jurisdiction of the courts of the State of Washington. <br /> 78 <br /> DHS-EMD—Snohomish Co. SHSP-15 Page 23 of 37 City of Everett, E16-053 <br />