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A.5� TERMINATION AND OTHER REMEDIES
<br />a. The DEPARTMENT requires strict compliance by the APPLICANT with the terms of this Grant
<br />Agreement including, but not limited to, the requirements of the applicable federal and state
<br />statutes and rules and all policies incorporated by reference in this Grant Agreement, and with
<br />the APPLICANT's representations in its application for a grant as finally approved.
<br />b. The DEPARTMENT may suspend, or may terminate, the DEPARTMENT's obligation to provide
<br />funding to the APPLICANT under this Grant Agreement if:
<br />• There is any breach by the APPLICANT of any of the APPLICANT's obligations under
<br />this Grant Agreement; or
<br />• The APPLICANT fails to make progress satisfactory to the DEPARTMENT toward
<br />completion of the project by the completion date set out in Special Terms and
<br />Conditions, A.2, Grant Agreement Period C, and as outlined in Attachment 2; or
<br />• There is a reduction in funds by the source of those funds, and if such funds are the
<br />basis for this contract. Written notice shall be given 30 days prior to any such
<br />termination.
<br />C. The APPLICANT understands and agrees that the DEPARTMENT may enforce this Grant
<br />Agreement by the remedy of specific performance, which will mean completion of the project.
<br />However, the remedy of specific performance shall not be the sole or exclusive remedy
<br />available to the DEPARTMENT. No remedy available to the DEPARTMENT shall be deemed
<br />exclusive. The DEPARTMENT may elect to exercise any combination or all of the remedies
<br />available to it under this Grant Agreement, or under any provision of law, common law, or
<br />equity.
<br />A.6 APPLICATION REPRESENTATION -MISREPRESENTATION, INACCURACY AND BREACH
<br />The DEPARTMENT relies upon the APPLICANT's application in making its determinations as to
<br />eligibility for, selection for, and scope of funding grants. Any misrepresentation, error or inaccuracy in
<br />any part of the application shall be deemed a breach of this Grant Agreement.
<br />A.7 COMPLIANCE WITH APPLICABLE STATUTES, RULES AND DEPARTMENT POLICIES
<br />This Mitigation grant shall be governed by, and the APPLICANT shall comply with, all applicable
<br />provisions of state and federal laws including but not limited to the RCW, WAC, CFR, OMB and policies
<br />and guidelines, which are incorporated herein by this reference or fully set forth.
<br />A.8 LEGAL RELATIONS
<br />It is understood and agreed that this Grant Agreement is solely for the benefit of the parties to the Grant
<br />Agreement and gives no right to any other party. No joint venture or partnership is formed as a result of
<br />this Grant Agreement.
<br />The APPLICANT, its successors or assigns, will protect, save and hold harmless the DEPARTMENT
<br />and the State of Washington and their authorized agents and employees, from all claims, actions,
<br />costs, damages or expenses of any nature whatsoever by reason of the acts or omissions of the
<br />APPLICANT, its subcontractors, assigns, agents, contractors, licensees, invitees, employees or any
<br />person whomsoever arising out of or in connection with any acts or activities authorized by this Grant
<br />Agreement.
<br />The APPLICANT further agrees to defend the DEPARTMENT and the State of Washington and their
<br />authorized agents and employees in any litigation; including payment of any costs or attorneys' fees for
<br />any claims or action commenced thereon arising out of or in connection with acts or activities
<br />authorized by this Grant Agreement. This obligation shall not include such claims, costs, damages or
<br />expenses which may be caused by the sole negligence of the DEPARTMENT or the State of
<br />Washington or their authorized agents or employees; provided, that if the claims or damages are
<br />caused by or result from the concurrent negligence of (1) the DEPARTMENT and the State of
<br />Washington and their agents or employees, and (2) the APPLICANT, its agents, or employees, this
<br />indemnity provision shall be valid and enforceable only to the extent of the negligence of the
<br />APPLICANT, or APPLICANT's agents or employees.
<br />A.9 ACKNOWLEDGMENTS
<br />The APPLICANT shall include language which acknowledges the funding contribution of the
<br />DEPARTMENT and the Federal Emergency Management Agency (FEMA) to this project in any release
<br />or other publication developed or modified for, or referring to, the project.
<br />Mitigation Grant — Pranning 43 Page 9 of 18 City of Everett
<br />E05-244
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