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receiving party must take immediate steps to stop the accrual of any additional obligations, which might <br />require repayment. <br />i. Obligations and Rights. <br />Upon termination, the Parties shall take timely, reasonable and necessary action to protect and <br />preserve property in their possession in which the other Party~rEe has an interest. All finished or <br />unfinished documents, data, studies, research, surveys, drawings, maps, models, photographs, and <br />reports or other materials prepared under this Contract or materials owned by the State in the <br />possession of Contractor shall, at the option of the State, be delivered by Contractor to the State and <br />shall become the State's property. Notwithstanding other provisions to the contrary, the Parties shall <br />continue to fulfill their respective obligations pursuant to this Contract for obligations not terminated <br />by the termination notice, and may incur obligations as are necessary to do so within the Contract <br />terms. <br />ii. Payments <br />If this Contract is terminated by the State, the State shall only reimburse Contractor for accepted <br />Services and Goods received up to the date of termination. Remedies Not Involving Termination <br />B. Remedies Not Involving Termination <br />The State, its sole discretion, may exercise the following remedies in addition to its other remedies, to-wit: <br />i. Suspend Performance <br />Suspend Contractor's performance pending necessary corrective action as specified by the State <br />without entitling the Contractor to adjustment in price/cost or schedule; and/or <br />ii. Withold Payment <br />Withhold payment to the Contractor until corrections in services are satisfactorily completed and /or <br />acceptable goods are provided; and/or <br />iii. Deny Payment <br />Deny payment for those services not performed and/or not provided and which due to circumstances <br />caused by the Contractor cannot be performed, or if performed, would be of no value to the State; <br />provided any denial of payment must be reasonably related to the value of work or performance lost <br />to the State; and/or <br />iv. Removal <br />Demand removal of Contractor's employees, agents, or subcontractors whom the State deems <br />incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued <br />relation to this Contract is deemed to be contrary to the public interest or not in the State's best <br />interest. <br />18. NOTICE and REPRESENTATIVES <br />A. Notice <br />All notices required to be given hereunder shall be hand delivered with receipt required or sent by certified or <br />registered mail to such Party's principal representative at the address set forth below. In addition to hard- <br />copy notice, notice also may be sent by e-mail to the a-mail addresses, if any, set forth below. Either Party <br />may from time to time designate by written notice substitute addresses or persons to whom such notices shall <br />be sent. Unless otherwise provided herein, all notices shall be effective upon receipt. <br />B. Representatives <br />The individuals listed below are the principal representatives of the respective Parties. With respect to the <br />State's representative(s), they have authority to inspect and reject goods and services, approve invoices for <br />payment, and act otherwise for the State, except with respect to the execution of modifications to or <br />termination of this Contract. For the purposes of this Contract, the official representative(s) and addresses of <br />the Parties are: <br />Page 8 of 14 <br />