Res 2003-032 - Laserfiche WebLink

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beneficial results commensurate with the further expenditure of funds; provided that both parties agree, in w-'''ng, upon the termination conditions, including the effective date of such termination; and in the case of p al termination, the portion of the contract to be terminated. C. Upon termination or receipt of notice to terminate, whichever occurs first, Company shall cancel, withdraw, or otherwise terminate any outstanding orders or subcontracts related to the performance of this contract or the part of this contract to be terminated, and shaH cease to incur costs thereunder. City will not be liable to Company or to Company's creditors for costs incurred after termination of this contract. D. Notwithstanding any exercise by City of its right of suspension under Section 17 of this contract, or of termination pursuant to this Section 18, Company shall not be relieved of any liability to City for damages due to City by virtue of any breach of this contract by Company. City may withhold payments to Company until such time as the exact amount of damages due to City from Company is agreed upon or is otherwise determined. E. This contract shall terminate 12 months after the Date of Execution specified in Section 2 unless the Company shall submit the Notice of Start of Construction or a copy of Company's construction contract(s), if contract construction funds have not been drawn. In acquisition-only projects, Company shall submit a copy of the executed closing statement or recorded deed. Failure to comply with the 12 month rule shall cease all contract funding. SECTION 19. AUDIT A. Company shall arrange for the performance of an annual financial and compliance audit of funds r""'eived and performances rendered under this contract, subject to the following conditions and limitations: 1. Companies expending $300,000 or more in Federal financial assistance for any fiscal year ending on or after June 30, 1997, shall have an audit made in accordance with ORCA's supplemental audit guide, the Single Audit Act Amendments of 1996, 31 U.S.C. 7507, and OMS Circular No. 133 - Revised June 30, 1997, "Audits of States, Local Governments, and Non-Profit Organizations." For purposes of this Section 19, "Federal financial assistance" means assistance provided by a Federal agency in the form of grants, contracts, loans, loan guarantees, property, cooperative agreements, interest subsidies, insurance or direct appropriations, but does not include direct federal cash assistance to individuals. The term includes awards of Federal financial assistance received directly from Federal agencies, or indirectly through other units of State and local government; 2. Notwithstanding Section 4.A.5 and Section 4.A.6, Company may utilize funds budgeted under this contract to pay for that portion of the cost of such audit services properly allocable to the activities funded by City under this contract, provided however that City shall not make payment for the cost of such audit services until City has received a satisfactory audit report, as determined by City, from Company; 3. Company shall submit a copy of the report of such audit to City within 30 days after the completion of the audit, but no later than nine months after the end of the audit period. However, for fiscal years beginning on or before June 30, 1998, the audit shall be completed and submitted within the earlier of 30 days after receipt of the auditor's report or 13 months after the end of the audit period. Company shall ensure that the audit report is made available for public inspection within 30 days after completion of the audit. Audits performed under Subsection A of this Section 19 are subject to review and resolution by City or its authorized representative; 4. The audit report must include verification of all expenditures by budget category including matching funds, in accordance with Exhibit B, Budget, of this contract. RLF Contract Page 8