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MR +! t 9. The Commission may terminate this Agreement at any time in the event of failure of the County to fulfill any of its obligations under this Agreement. Prior to termination, the Commission shall provide the County written notification of any performance failures and the County shall have ten (10) calendar days, from receipt of notification, to consult with the Commission regarding the reason(s) for termination. If the parties cannot reach an agreement on the corrective measures to be taken and the schedule forcorrective action, the Commission may terminate thisagreementby providing a minimum of fifteen (15) calendar days written notice to the County. Said notice shall specify the effective time and date of termination. Either the Commission or the County may terminate this Agreement for convenience by providing a minimum of ten (10) days written notice which clearly describes the basis for termination. Notice shall be sufficient if delivered personally or by certified mail to the Project Managers at the addresses set forth in paragraph 10. 10. Any and all notices shall be delivered to the Project Managers at the following addresses Commission: Thomas Matter, Environmental Specialist III Division Of Marine Fisheries 620 South Meridian Street, Box MF -MFM Tallahassee, Florida 32399-1600 m ahertCa? a fc.state. fl. u s (850) 922-4340 (850) 922-0463 FAX County: Jonathon Gorham, Environmental Analyst Indian River County 1840 2501 Street Vero Beach, Florida 32960 J orharnl bec.co.indian-river.fl.us (5 61) 567-8000, ext. 568 (561) 770-5403 FAX 11. Pursuant to Section 216.2815, Florida Statutes, all records in conjunction with this Agreement shall be public records and shall be treated in the same manner as other public records under general law. This Agreement may be unilaterally canceled by the Commission for refusal by the County to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County in conjunction with this Agreement. 12. The administration of funds awarded by the Commission to the county may be subject to audits and/or monitoring by the Commission, as described in this section. a. In addition to reviews of audits conducted in accordance with OMB Circular A-133, as revised, monitoring procedures may include, but not be limited it., on-site visits by Commission staff, Limited scope audits as defined by DMB Circular A-133, as revised, and/or other procedures. By entering into this Agreement, the County agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the commission. In the event the Commission determines that a limited scope audit of the County is appropriate, the County further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Comptroller or Auditor General. b. In the event that the County expends $300,000 or more in Federal awards in its fiscal year, the County must have a single or program -specific audit conducted in accordance with the provisions ofOMBCirrularA-133, as revised. EXHIBIT to this Agreement indicates Federal funds awarded through the Commission by this Agreement. In determining the Federal awards Page 3 of 8