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X. This Agreement shall bind the successors, assigns and legal representatives of the Grantee and of any legal <br /> entity that succeeds to the obligation of the Department. <br /> XI. The following provisions shall apply for the voluntary and involuntary suspension or termination of the <br /> grant by either the Department or the Grantee: <br /> A. Suspension. Suspension is action taken by the Department which temporarily withdraws or limits <br /> the Grantee's authority to utilize grant assistance pending corrective action by the Grantee as <br /> specified by the Department or pending a decision by the Department to terminate the grant. <br /> 1 . Notification. When the Grantee has materially failed to comply with the terms and <br /> conditions of the grant, the Department may suspend the grant after giving the Grantee <br /> reasonable notice (usually 30 calendar days) and an opportunity to show cause why the <br /> grant should not be suspended. The notice of the suspension will detail the reasons for <br /> the suspension, any corrective action required of the Grantee, and the effective date of the <br /> suspension. <br /> 2 . Commitments. No commitments of funds incurred by the Grantee during the period of <br /> suspension will be allowed under the suspended grant, unless the Department expressly <br /> authorizes them in the notice of suspension or an amendment to it. Necessary and <br /> otherwise allowable costs which the Grantee could not reasonably avoid during the <br /> suspension period will be allowed if they result from charges properly incurred by the <br /> Grantee before the effective date of the suspension, and not in anticipation of suspension <br /> or termination. Third party contributions applicable to the suspension period shall not be <br /> allowed in satisfaction of matching share requirements, unless otherwise agreed by the <br /> parties. <br /> 3 . Adjustments to payments. Appropriate adjustments to the payments submitted after the <br /> effective date of suspension under the suspended grant will be made either by <br /> withholding the payments or by not allowing the Grantee credit for disbursements made <br /> in payment of unauthorized costs incurred during the suspension period. <br /> 4. Suspension period. Suspensions will remain in effect until the Grantee has taken <br /> corrective action to the satisfaction of the Department or given written evidence <br /> satisfactory to the Department that corrective action will be taken, or until the <br /> Department terminates the grant. The grant shall be terminated by the Department if the <br /> Grantee fails to respond in writing to a notification of suspension within 30 calendar days <br /> 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 <br /> or 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 <br /> because of failure of the Grantee to fulfill its obligations under this Agreement or any other <br /> past or present grant award agreement with this Division 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 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 <br /> the Grantee within the stated period, the Department shall terminate this Agreement. Notice <br /> shall be sufficient if it is delivered to the party personally or mailed to its specified address. <br /> In the event of termination of this Agreement, the Grantee will be compensated for any work <br /> satisfactorily completed in accordance with this Agreement prior to notification of <br /> termination. <br />