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<br />regularly scheduled CWCS meeting on the results of the Assessment.
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<br />E, Termination of contract for cause. If, through any cause, the CONTRACTOR fails to fulfill in a
<br />timely and proper manner its obligations under this contract, or if the CONTRACTOR violates any of
<br />the covenants, agreements, or stipulations of this contract, the STATE shall thereupon have the
<br />right to terminate this contract for cause by giving written notice to the CONTRACTOR of such
<br />termination and specifying the effective date thereof, at least five (5) days before the effective
<br />date of such termination, In that event, the CONTRACTOR shall provide the STATE with copies of
<br />all finished ASSESSMENT development, data, drafts and conclusions prepared by the
<br />CONTRACTOR or by the CONSULTANT pursuant to this contract and/or to any contracts between
<br />the CONTRACTOR and the CONSULTANT relating to the ASSESSMENT, The CONTRACTOR shall
<br />provide such copies to the STATE within thirty (30) days of the effective date of such termination,
<br />Upon submittal to the STATE of a statement from the CONSULTANT for the period preceding the
<br />effective date of the termination of this contract, the CONTRACTOR shall be entitled to receive the
<br />STATE'S share of the cost of any such ASSESSMENT materials that have been prepared before the
<br />effective date of termination of this contract, have been provided to the STATE, and have not yet
<br />been paid for as of the effective termination date,
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<br />F, Notwithstanding the above, the CONTRACTOR shall not be relieved of liability to the STATE for any
<br />damages sustained by the STATE by virtue of any breach of this contract by the CONTRACTOR,
<br />and the STATE may withhold any payments to the CONTRACTOR for the purpose of setoff until
<br />such time as the exact amount of damages due the STATE from the CONTRACTOR is determined,
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<br />G. Contract relationship. The parties to this contract intend that the relationship between them
<br />contemplated by this contract is that of cost-sharing co-participants, not employer-employee nor
<br />principal-agent. No employee, agent, or servant of the CONTRACTOR shall be, or shall be
<br />deemed to be, an employee, agent, or servant of the STATE,
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<br />H. Severability. To the extent that this contract may be executed and performance of the
<br />obligations of the parties may be accomplished within the intent of the contract, the terms of this
<br />contract are severable, and should any term or provision hereof be declared invalid or become
<br />inoperative for any reason, such invalidity or failure shall not affect the validity of any other term
<br />or provision hereof. The waiver of any breach of a term hereof shall not be construed as waiver
<br />of any other term,
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<br />I. Assignment. Neither party may assign its rights or duties under this contract without the prior
<br />written consent of the other party,
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<br />J, Integration of all understandings. This agreement is intended as the complete integration of
<br />all understandings between the parties, No prior or contemporaneous addition, deletion, or other
<br />amendment hareto shall have any force or effect whatsoever unless embodied herein in writing,
<br />No subsequent novation, renewal, addition, deletion, or other amendment hereto shall have any
<br />force or effect unless embodied in a written contract executed and approved pursuant to STATE
<br />fiscal rules.
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<br />K, Captions. The captions and headings contained in this contract are for convenience and
<br />reference only and shall not be construed so as to define or limit the terms or provisions
<br />contracted herein,
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<br />L. Addresses for mailing. All notices, correspondence, or other documents required by this
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