Laserfiche WebLink
cure period set forth in §14(B). The State may exercise any or all of the remedies available to it, in its sole <br />discretion, concurrently or consecutively. <br />A. Termination for Cause and/or Breach <br />If Grantee fails to perform any of its obligations hereunder with such diligence as is required to ensure its <br />completion in accordance with the provisions of this Grant and in a timely manner, the State may notify <br />Grantee of such non-performance in accordance with the provisions herein. If Grantee thereafter fails to <br />promptly cure such non-performance within the cure period, the State, at its option, may terminate this <br />entire Grant or such part of this Grant as to which there has been delay or a failure to properly perform. <br />Exercise by the State of this right shall not be deemed a breach of its obligations hereunder. Grantee shall <br />continue performance of this Grant to the extent not terminated, if any. <br />i. Obligations and Rights <br />To the extent specified in any termi��ation notice, Grantee shall not incur further obligations or render <br />further performance hereunder past the effective date of such notice, and shall terminate outstanding <br />orders and sub-Grants with third parties. However, Grantee shall complete and deliver to the State all <br />Work, Services and Goods not cancelled by the termination notice and may incur obligations as <br />necessary to do so within this Grant's terms. At the sole discretion of the State, Grantee shall assign to <br />the State all of Grantee's right, title, and interest under such terminated orders or sub-Grants. Upon <br />termination, Grantee shall take timely, reasonable and necessary action to protect and preserve <br />property in the possession of Grantee in which the State has an interest. All materials owned by the <br />State in the possession of Grantee shall be immediately returned to the State. All Work Product, at the <br />option of the State, shall be delivered by Grantee to the State and shall become the State's property. <br />ii. Payments <br />The State shall reimburse Grantee only for accepted perfarmance up to the date of terminatioi�. If, after <br />termination by the State, it is determined that Crantee was not in breach or that Grantee's action or <br />inaction was eXCUSable, such termination shall be treated as a termination in the public interest and the <br />rights and obligations of the Parties shall be the same as if this Grant had been terminated in the public <br />interest, as described herein. <br />iii. Damages and Witholding <br />Notwithstanding any other remedial action by the State, Grantee also shall remain liable to the State <br />for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the <br />State may withhold any payment to Grantee for the purpose of mitigating the State's damages, until <br />such time as the exact amount of da�nages due to the State from Grantee is determined. The State may <br />withhold any amount that may be due to Grantee as the State deems necessary to protect the State, <br />including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the <br />State for the excess costs incurred in procuring similar goods or services. Grantee shall be liable for <br />excess costs incurred by the State in procuring from third parties replacement Work, Services or <br />substitute Goods as cover. <br />B. Early Termination in the Public Interest <br />The State is entering into this Grant for the purpose of carrying out the public policy of the State of <br />Colorado, as determined by its Governor, General Assembly, and/or Courts. If this Grant ceases to further <br />the public policy of the State, the State, in its sole discretion, may terminate this Grant in whole or in part. <br />Exercise by the State of this right shall not constitute a breach of the State's obligations hereunder. This <br />subsection shall not apply to a termination of this Grant by the State for cause or breach by Grantee, which <br />shall be governed by §15(A) or as otherwise specifically provided for herein. <br />i. Method and Content <br />The State shall notify Grantee of such termination in accordance with §16. The notice shall specify the <br />effective date of the termination and whether it affects all or a portion of this Grant. <br />ii. Obligations and Rights <br />Upon receipt of a termination notice, Grantee shall be subject to and comply with the same obligations <br />and rights set forth in §15(A)(i). <br />Page 9 of 16 <br />