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( 12) TERMINATION (a) The Department may terminate this Agreement for cause with thirty days written notice. Cause can include misuse of funds, fraud, lack of compliance with applicable rules, laws and regulations , failure to perform in a timely manner, and refusal by the Recipient to permit public access to any document, paper, letter, or other material subject to disclosure under Chapter 119, Fla . Stat . , as amended . (b ) The Department may terminate this Agreement for convenience or when it determines, in its sole discretion, that continuing the Agreement would not produce beneficial results in line with the further expenditure of funds, by providing the Recipient with thirty calendar days prior written notice. (c) The parties may agree to terminate this Agreement for their mutual convenience through a written amendment of this Agreement. The amendment shall state the effective date of the termination and the procedures for proper closeout of the Agreement. (d) In the event that this Agreement is terminated, the Recipient will not incur new obligations for the terminated portion of the Agreement after the Recipient has received the notification of termination. The Recipient will cancel as many outstanding obligations as possible . Costs incurred after receipt of the termination notice will be disallowed. The Recipient shall not be relieved of liability to the Department because of any breach of Agreement by the Recipient. The Department may, to the extent authorized by law, withhold payments to the Recipient for the purpose of set-off until the exact amount of damages due the Department from the Recipient is determined . ( 13 ) NOTICE AND CONTACT (a) All notices provided under or pursuant to this Agreement shall be in writing, either by hand delivery , or first class, certified mail , return receipt requested, to the representative identified below at the address set forth below and said notification attached to the original of this Agreement. (b) The name and address of the Division contract manager for this Agreement is : Deborah de la O, Grant Manager Department of Community Affairs, Division of Housing and Community Development, Small Cities Community Development/ Neighborhood Stabilization Program, 2555 Shumard Oak Boulevard, Tallahassee, Florida 32399-2100 Telephone: ( 850) 922- 1791 Fax: ( 850) 922-5609 Email : Deborah.delao@dca. state .fl .us (c) The name and address of the Representative of the Recipient responsible for the administration of this Agreement is : Mr. Wesley S . Davis, Chairman Indian River County 1801 27h Street Vero Beach, FL 32960 Telephone: (772 ) 2264254 Fax: (772) 978A806 Email : none available Rev 07/31 /2009 Page 7