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terminated, the Contractor shall continue to complete the remaining portions <br />of the work that was not terminated in accordance with the Contract. The <br />Contractor’s obligations to the FDOT arising from the Contractor’s improper <br />acts, omissions, or defaults shall survive the termination of this Contract. <br />The duties and obligations imposed by the Contract and the rights and <br />remedies available hereunder are in addition to, and not a limitation of, any <br />duties, obligations, rights, and remedies otherwise imposed or available by <br />law. <br /> <br />3. Termination for Convenience. <br /> <br />a. The FDOT may, by written notice, terminate this Contract or the work <br />performed hereunder, in whole or in part at any time, for the FDOT’s <br />convenience or because of failure to fulfill the Contract obligations. Such <br />action will be without prejudice to any other right or remedy of the FDOT. <br />Upon receipt of such notice, all services, work, and orders for materials or <br />services associated with the terminated work must be immediately <br />discontinued (unless the notice directs otherwise) and all materials as may <br />have been accumulated in performing the terminated work, whether <br />completed or in progress, shall be delivered to the FDOT. <br />b. If the termination is for the convenience of the FDOT, an equitable <br />adjustment in the Contract price will be made the portion of the work that <br />was terminated as set forth in this Section, and, the Contractor shall be <br />paid for: <br />1. the reasonable actual cost for the portion of all Work that was <br />terminated and which was fully completed under the Contract and <br />accepted by the FDOT, based upon the approved Schedule of Values <br />and/or Unit Price Schedule. <br /> <br />2. the reasonable actual cost for the portion of all Work that was <br />terminated, and which was fully completed under the Contract and <br />accepted by the FDOT, based upon the Offeror’s Proposal if the <br />Proposal contained line-item pricing for all or a portion of the <br />terminated Work. The amount of equitable adjustment for such Work <br />shall not exceed the amount for that line item. <br /> <br />3. at the sole option of the FDOT, the reasonable actual cost of <br />acceptable materials or equipment obtained or ordered by the <br />Contractor for the portion of the Work that was terminated prior to the <br />date notice of FDOT’s termination for convenience is served and <br />which are not incorporated in the Work, as shown by receipted bills <br />and actual cost records at such points of delivery as may be <br />designated by the FDOT. <br />Florida Department of Transportation <br />Public Transit Office <br /> <br />TRIPS-22-CA-MB-LF-Model1 <br />Standard Cutaway and Minibus <br />Chassis Type Transit Vehicles <br />Page 15 of 196 <br />DocuSign Envelope ID: 6FD53F08-2BF8-412C-A338-B935DB86415F