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14 <br /> commission, that the officers and employees are employed by the state of Washington in <br /> their own right and not by reason of this Grant Agreement. <br /> A.30 TAXES, FEES AND LICENSES <br /> Unless otherwise provided in this Grant Agreement, the SUB-GRANTEE shall be <br /> responsible for, pay and maintain in current status all taxes, unemployment <br /> contributions, fees, licenses, assessments, permit charges and expenses of any other <br /> kind for the SUB-GRANTEE or its staff required by statute or regulation that are <br /> applicable to Grant Agreement performance. <br /> A.31 TERMINATION FOR CONVENIENCE <br /> Notwithstanding any provisions of this Grant Agreement, the SUB-GRANTEE may <br /> terminate this Grant Agreement by providing written notice of such termination to the <br /> DEPARTMENTS's Key Personnel identified in the Grant Agreement, specifying the <br /> effective date thereof, at least thirty(30) days prior to such date. <br /> Except as otherwise provided in this Grant Agreement, the DEPARTMENT, in its sole <br /> discretion and in the best interests of the State of Washington, may terminate this Grant <br /> Agreement in whole or in part by providing ten (10) calendar days written notice, <br /> beginning on the second day after mailing to the SUB-GRANTEE. Upon notice of <br /> termination for convenience, the DEPARTMENT reserves the right to suspend all or part <br /> of the Grant Agreement, withhold further payments, or prohibit the SUB-GRANTEE from <br /> incurring additional obligations of funds. In the event of termination, the SUB-GRANTEE <br /> shall be liable for all damages as authorized by law. The rights and remedies of the <br /> DEPARTMENT provided for in this section shall not be exclusive and are in addition to <br /> any other rights and remedies provided by law. <br /> A.32 TERMINATION OR SUSPENSION FOR CAUSE <br /> In the event the DEPARMENT, in its sole discretion, determines the SUB-GRANTEE <br /> has failed to fulfill in a timely and proper manner its obligations under this Grant <br /> Agreement, is in an unsound financial condition so as to endanger performance <br /> hereunder, is in violation of any laws or regulations that render the SUB-GRANTEE <br /> unable to perform any •aspect of the Grant Agreement, or has violated any of the <br /> covenants, agreements or stipulations of this Grant Agreement, the DEPARTMENT has <br /> the right to immediately suspend or terminate this Grant Agreement in whole or in part. <br /> The DEPARTMENT may notify the SUB-GRANTEE in writing of the need to take <br /> corrective action and provide a period of time in which to cure. The DEPARTMENT is <br /> not required to allow the SUBGRANTEE an opportunity to cure if it is not feasible as <br /> determined solely within the DEPARTMENT'S discretion. Any time allowed for cure shall <br /> not diminish or eliminate the SUB-GRANTEE'S liability for damages or otherwise affect <br /> any other remedies available to the DEPARTMENT. If the DEPARTMENT allows the <br /> SUB-GRANTEE an opportunity to cure, the DEPARTMENT shall notify the SUB- <br /> GRANTEE in writing of the need to take corrective action. If the corrective action is not <br /> taken within ten (10) calendar days or as otherwise specified by the DEPARTMENT, or if <br /> such corrective action is deemed by the DEPARTMENT to be insufficient, the Grant <br /> Agreement may be terminated in whole or in part. <br /> The DEPARTMENT reserves the right to suspend all or part of the Grant Agreement, <br /> withhold further payments, or prohibit the SUB-GRANTEE from incurring additional <br /> obligations of funds during investigation of the alleged compliance breach, pending <br /> corrective action by the SUB-GRANTEE, if allowed, or pending a decision by the <br /> DEPARTMENT to terminate the Grant Agreement in whole or in part. <br /> In the event of termination, the SUB-GRANTEE shall be liable for all damages as <br /> authorized by law, including but not limited to, any cost difference between the original <br /> Grant Agreement and the replacement or cover Grant Agreement and all administrative <br /> costs directly related to the replacement Grant Agreement, e.g., cost of administering the <br /> competitive solicitation process, mailing, advertising and other associated staff time. <br /> DHS-FEMA-EMPG-FFY 11 Page 16.of 24 Everett Emergency Management <br /> E12-041 <br /> 97 <br />