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C. Remedies Not Involving Termination
<br />The State, in its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to it:
<br />L Suspend Performance
<br />Suspend Contractor's performance with respect to all or any portion of this Contract pending necessary corrective action as
<br />specified by the State without entitling Contractor to an adjustment in price /cost or performance schedule. Contractor shall
<br />promptly cease performance and incurring costs in accordance with the State's directive and the State shall not be liable for
<br />costs incurred by Contractor after the suspension of performance under this provision.
<br />ii. Withhold Payment
<br />Withhold payment to Contractor until corrections in Contractor's performance are satisfactorily made and completed.
<br />111. Deny Payment
<br />Deny payment for those obligations not performed, that due to Contractor's actions or inactions, cannot be performed or, if
<br />performed, would be of no value to the State; provided, that any denial of payment shall be reasonably related to the value to
<br />the State of the obligations not performed.
<br />W. Removal
<br />Notwithstanding any other provision herein, the State may demand immediate removal of any of Contractor's employees,
<br />agents, or Subcontractors from the contract whom the State deems incompetent, careless, insubordinate, unsuitable, or
<br />otherwise unacceptable, or whose continued relation to this Contract is deemed to be contrary to the public interest or the
<br />State's best interest.
<br />V. Intellectual Property
<br />If Contractor infringes on a patent, copyright, trademark, trade secret or other intellectual property right while performing its
<br />obligations under this Contract, Contractor shall, at the State's option (a) obtain for the State or Contractor the right to use
<br />such products and services; (b) replace any Goods, Services, or other product involved with non - infringing products or
<br />modify them so that they become non - infringing; or, (c) if neither of the foregoing alternatives are reasonably available,
<br />remove any infringing Goods, Services, or products and refund the price paid therefore to the State.
<br />16. NOTICES and REPRESENTATIVES
<br />Each individual identified below is the principal representative of the designating Party. All notices required to be given hereunder shall
<br />be hand delivered with receipt required or sent by certified or registered mail to such Party's principal representative at the address set
<br />forth below. In addition to, but not in lieu of a hard -copy notice, notice also may be sent by e -mail to the e -mail addresses, if any, set
<br />forth below. Either Party may from time to time designate by written notice substitute addresses or persons to whom such notices shall be
<br />sent. Unless otherwise provided herein, all notices shall be effective upon receipt.
<br />A. State:
<br />Veva Deheza
<br />CWCB
<br />1313 Sherman ST #723
<br />Denver CO 80203
<br />veva.deheza@state.co.us
<br />303- 866 -3441 X3226
<br />B. Contractor:
<br />Emily Coll
<br />Castle Pines Metropolitan Dist
<br />5880 Country Club Drive
<br />Castle Rock, CO 80104
<br />(303) 688 -8330
<br />ecoll castle inesmetro.com
<br />17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE
<br />Any software, research, reports, studies, data, photographs, negatives or other documents, drawings, models, materials, or
<br />Work Product of any type, including drafts, prepared by Contractor in the performance of its obligations under this Contract
<br />shall be the exclusive property of the State and, all Work Product shall be delivered to the State by Contractor upon
<br />completion or termination hereof. The State's exclusive rights in such Work Product shall include, but not be limited to, the
<br />right to copy, publish, display, transfer, and prepare derivative works. Contractor shall not use, willingly allow, cause or
<br />permit such Work Product to be used for any purpose other than the performance of Contractor's obligations hereunder
<br />without the prior written consent of the State. The Contractor is a co -owner and has the right to publish the work product.
<br />18. GOVERNMENTAL IMMUNITY
<br />Liability for claims for injuries to persons or property arising from the negligence of the State of Colorado, its departments, institutions,
<br />agencies, boards, officials, and employees is controlled and limited by the provisions of the Governmental Immunity Act §24 -10 -101, et
<br />seq. and the risk management statutes, CRS §24 -30 -1501, et seq., as amended.
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