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Page 21 of 23 <br />4. Suspension period. Suspensions will remain in effect until the Grantee has taken corrective action <br />to the satisfaction of the Department or given written evidence satisfactory to the Department that <br />corrective action will be taken, or until the Department terminates the grant. The grant shall be <br />terminated by the Department if the Grantee fails to respond in writing to a notification of <br />suspension within thirty (30) calendar days of receipt of such notification by the Grantee. <br />B. Termination. Termination is the cancellation of grant assistance, in whole or in part, under a grant or <br />project at any time prior to the date of completion. <br />1. Termination for cause. The Department shall have the authority to cancel this Agreement because of <br />failure of the Grantee to fulfill its obligations under this Agreement or any other past or present <br />grant award agreement with the Division of Historical Resources or any other Division within the <br />Department of State. Satisfaction of obligations by the Grantee shall be determined by the <br />Department. The Department shall provide the Grantee a written notice of default letter, The <br />Grantee shall have fifteen (15) calendar days to cure the default, unless it is determined by the <br />Department that the default is of a nature that cannot be cured. If the default is not cured by the <br />Grantee within the stated period, the Department shall terminate this Agreement. Notice shall be <br />sufficient if it is delivered to the party personally or mailed to its specified address. In the event of <br />termination of this Agreement, the Grantee will be compensated for any work satisfactorily <br />completed in accordance with this Agreement prior to notification of termination. <br />2. Temnnation for convenience. The Department or the Grantee may terminate the grant in whole or <br />in part when both parties agree that the continuation of the Project would not produce beneficial <br />results commensurate with the further expenditure of funds. The two parties will agree upon the <br />termination conditions, including the effective date, and in the case of partial terminations, the <br />portion to be terminated. <br />3. Termination by Grantee. The Grantee may unilaterally cancel the grant at any time prior to the first <br />payment on the grant although the Department must be notified in writing prior to cancellation. <br />After the initial payment, the Project may be terminated, modified, or amended by the Grantee only <br />by mutual agreement of the Grantee and the Department. Request for termination prior to <br />completion must fully detail the reasons for the action and the proposed disposition of the <br />uncompleted work. <br />4. Commitments. When a grant is terminated, the Grantee will not incur new obligations for the <br />terminated portion after the notification of the effective date of termination. The Grantee will cancel <br />as many outstanding obligations as possible. The Department will allow full credit to the Grantee <br />for the Department's share of the noncancelable obligations properly incurred by the Grantee prior <br />to termination. Costs incurred after the effective date of the termination will be disallowed. <br />XIX. Unless there is a change of address, any notice required by this Agreement shall be delivered to the Bureau of <br />Historic Preservation, Division of Historical Resources, Florida Department of State, R. A. Gray Building, 500 <br />South Bronough Street, Tallahassee, Florida 32399-0250, for the Department, and to 1801 27th Street, <br />Administrative Building A, Vero Beach, Florida 32960 for the Grantee. Unless the Grantee has notified the <br />Department in writing by return receipt mail of any change of address, all notices shall be deemed delivered if <br />sent to the above address. <br />XX. Neither the State nor any agency or subdivision of the State waives any defense of sovereign immunity, or <br />increases the limits of its liability, upon entering into this contractual relationship. <br />XXI.This instrument and the Attachments hereto embody the whole Agreement of the parties. There are no <br />provisions, terms, conditions, or obligations other than those contained herein; and this Agreement shall <br />supersede all previous communications, representations or agreements, either verbal or written, between the <br />parties. No change or addition to this Agreement and the Attachments hereto shall be effective unless in <br />writing and properly executed by the parties. <br />All written approvals referenced in this Agreement must be obtained from the parties' grant administrators or their <br />designees. The Department and the Grantee have read this Agreement and the Attachments hereto and have affixed <br />their signatures: <br />DOS Form No. HR3E1208GAASM <br />Reference: Rule IA -39.009(1)(b), FAC <br />