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Caroline County, Virginia Request for Proposals Project 25 Radio ...

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<strong>Caroline</strong> <strong>County</strong>, VARFP <strong>for</strong> <strong>Radio</strong> Communications System8. DefaultAPPENDIX H<strong>Caroline</strong> <strong>County</strong>, <strong>Virginia</strong>In the case of default or breach by the Contractor or the failure of the Contractor toper<strong>for</strong>m the Services in con<strong>for</strong>mance with the specifications in the Agreement, the <strong>County</strong> shallgive written notice to the Contractor specifying the manner in which the Agreement has beenbreached. If the <strong>County</strong> gives such notice of breach and the Contractor has not corrected thebreach within seven (7) days of receipt of the written notice, the <strong>County</strong> shall have the right toimmediately rescind, revoke or terminate the Agreement and in addition to any other remediesavailable at law to procure such services from other sources and hold the Contractor responsible<strong>for</strong> any and all excess cost occasioned thereby.9. AuditThe Contractor hereby agrees to retain all books, records, and other documents relative tothis Agreement <strong>for</strong> five (5) years after final payment or after all other pending matters are closed,whichever is longer. The <strong>County</strong> and its authorized agents, state auditors, the grantor of thefunds to the <strong>County</strong>, the Comptroller of <strong>Virginia</strong> or of the United States, or any of their dulyauthorized representatives shall have access to any books, documents, papers and records of theContractor which are directly pertinent to the Agreement <strong>for</strong> the purpose of making audits,examinations, excerpts or transcriptions.10. Ownership of DocumentsAny reports, studies, photographs, negatives, or other documents prepared by theContractor in the per<strong>for</strong>mance of its obligations under this Agreement shall be remitted to the<strong>County</strong> by the Contractor upon completion, termination or cancellation of this Agreement. TheContractor shall not use, willingly allow or cause to have such materials used <strong>for</strong> any purposeother than per<strong>for</strong>mance of the Contractor’ obligations under this Agreement without the priorwritten consent of the <strong>County</strong>. The <strong>County</strong> shall own the intellectual property rights to allmaterials produced under this Agreement.11. Payment and Per<strong>for</strong>mance BondIf required by law, the Contractor shall furnish to the <strong>County</strong> per<strong>for</strong>mance and paymentbonds in the amount of the Contract Sum, regardless of its amount, pursuant to Sections 2.2-4336and 2.2-4337 of the Code of <strong>Virginia</strong>, 1950, as amended (the (“Code”) and shall otherwise fullycomply with the requirements of such sections of the Code.12. Required PaymentPursuant to Section 2.2-4354 of the Code, the Contractor covenants and agrees to:a. within seven (7) days after receipt of any amounts paid to the Contractor underthe Agreement, (i) pay any subcontractor <strong>for</strong> its proportionate share of the totalpayment received from the <strong>County</strong> attributable to the Services under theMay 27, 2011 Page 128 of 134

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