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Contractor shall complete and deliver to the State the work not terminated by the notice of <br /> termination and may incur obligations as are necessary to do so within the contract terms. <br /> 21.2 If this contract is terminated by the State as provided herein, Contractor shall be paid an amount <br /> which bears the same ratio to the total compensation as the Services satisfactorily performed or the <br /> deliverables satisfactorily delivered or installed bear to the total Services or deliverables covered by <br /> this contract, less payments of compensation previously made. In addition, for contracts that are less <br /> than 60% completed, the State may reimburse the contractor for a portion of actual out-of-pocket <br /> expenses (not otherwise reimbursed under this contract) incurred by Contractor during the contract <br /> period which are directly attributable to the uncompleted portion of Contractor's obligations covered <br /> by this contract. In no event shall reimbursement under this clause exceed the contract amount. If <br /> this contract is terminated for cause, or due to the fault of the Contractor, the Termination for Cause <br /> or Default provision shall apply. <br /> 22. Termination for Default/Cause <br /> If Contractor refuses or fails to perform any of the provisions of this contract with such diligence as will <br /> ensure its completion within the time and pursuant to the requirements and terms specified in this contract, <br /> the State may notify Contractor in writing of such non-performance. If Contractor fails to promptly correct <br /> such delay or non-performance within the time specified, the State, may at its option, terminate this entire <br /> contract or such part of this contract as to which there has been delay or a failure to properly perform. If <br /> terminated for cause, the State shall only reimburse Contractor for accepted work or deliverables received <br /> up to the date of termination and final payments may be withheld. In the event of termination, all finished or <br /> unfinished documents, data, studies, research surveys, reports, other materials prepared by Contractor, or <br /> materials owned by the State in the possession of Contractor, at the option of the State, shall be returned <br /> immediately to the State or retained by the State as its property. At the State's option, Contractor shall <br /> continue performance of this contract to the extent not terminated, if any, and shall be liable for excess <br /> costs incurred by the State in procuring from third parties replacement services as cover. Notwithstanding <br /> any remedial action by the State, Contractor also shall remain liable to the State for any damages <br /> sustained by the State by virtue of any breach by Contractor and the State may withhold any payment to <br /> Contractor for the purpose of mitigating the State's damages, until such time as the exact amount of <br /> damages due to the State from Contractor is determined. Upon termination by the State, Contractor shall <br /> take timely, reasonable and necessary action to protect and preserve property in the possession of <br /> Contractor in which the State has an interest. Further, the State may withhold amounts due to Contractor <br /> as the State deems necessary to protect the State against loss because of outstanding liens or claims of <br /> former lien holders and to reimburse the State for the excess costs incurred in procuring similar goods or <br /> services. Any action taken by the State hereunder or pursuant to paragraph 15 shall not be cause for <br /> Contractor to terminate this Contract for default or material breach. If, after termination by the State, it is <br /> determined for any reason that Contractor was not in default or that Contractor's action/inaction was <br /> excusable, such termination shall be treated as a termination for convenience and the rights and <br /> obligations of the parties shall be the same as if this contract had been terminated for convenience, as <br /> described herein. <br /> 23. Insurance <br /> 23.1 The Contractor shall obtain, and maintain at all times during the term of this agreement, insurance in <br /> the following kinds and amounts: <br /> a. Worker's Compensation Insurance as required by state statute, and Employer's Liability Insurance <br /> covering all of the Contractor's employees acting within the course and scope of their <br /> employment. <br /> b. Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or <br /> equivalent, covering premises operations, fire damage, independent contractors, products and <br /> completed operations, blanket contractual liability, personal injury, and advertising liability with <br /> minimum limits as follows: <br /> Page 8 of 14 <br />