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2.8.Winning Supplier Insurance. During the Term of this Master Agreement, and for two (2) years
<br />following expiration or termination of this Master Agreement, Winning Supplier, at its own
<br />expense, shallmaintain and shallrequire that its agents, subcontractors, andsuppliers engaged
<br />in Winning SupplierMaster Agreementmaintain general
<br />liability insurance,property insurance, and automobile insurance (at a minimum, in the amount
<br />of $1,000,000 per occurrence/$5,000,000 annual aggregate) applicable to any claims, liabilities,
<br />damages, costs, or expenses arising out of its performance under this Master Agreement, or any
<br />Appendix, and with respect to, or arising out of, Winning SupplierProducts &
<br />Services to Program Participants. CCOG, Equalis, and their respective officers, directors,
<br />employees, and agents will be named as certificate holders on Winning Supplierrelated
<br />insurance policies. All such insurance policies shall incorporate a provision requiring the giving of
<br />written Notice to CCOG and Equalis at least thirty (30) days prior to the cancellation, nonrenewal,
<br />and/or material modification of any such policies. Winning Supplier shall submit to Equalis within
<br />ten (10) calendar days after the Effective Date of this Master Agreement, and prior to furnishing
<br />Products & Services to any Program Participants, valid certificates evidencing the effectiveness
<br />of the foregoing insurance policies. Winning Supplier shall provide such valid certificates on an
<br />annual basis until the terms of this section are no longer applicable.
<br />2.9.Termination Rights. The Parties shall have the termination rights set forth below.
<br />a.Insolvency. If a petition in bankruptcy is filed by any Party, or if any Party is adjudicated as
<br />bankrupt, or if any Party makes a general assignment for the benefit of creditors, or if a
<br />receiver is appointed on account of the insolvency of any Party, then the other Parties,
<br />without prejudice to any other right or remedy, may terminate this Master Agreement upon
<br />giving at least five (5) business days prior written Notice of such termination.
<br />
<br />b.Mutual Consent. This Master Agreement, or any Appendix, may be terminated at any time by
<br />the mutual written consent of the Parties.
<br />
<br />c.Breach. In the event that any Party commits a material breach of its obligations under this
<br />Master Agreement, except for a payment obligation, the non-breaching Party(ies) may
<br />provide written Notice describing the material breach to the breaching Party. The breaching
<br />Party will have thirty (30) calendar days to cure such breach or provide acceptable
<br />reassurance to the non-breaching Party(ies), or, if the Parties agree that a cure or reassurance
<br />is not feasible within thirty calendar (30) days, such period of time for cure or satisfactory
<br />reassurance as the Parties may agree in writing. If the breach is not cured within such period
<br />or if satisfactory reassurance is not accepted by the non-breaching Party(ies) in such period,
<br />then the Party(ies) not in breach may terminate this Master Agreement upon ten (10)
<br />business days written Notice at the Addresses for Notices.
<br />
<br />2.10.Effects of Termination. Upon termination of this Agreement for any reason, all Customer
<br />Agreements entered into with Program Participants shall immediately terminate. Winning
<br />Supplier shall immediately cease any sales of Products & Services to any Program Participant
<br />under and through the terms of this Master Agreement. Following the date of termination,
<br />Winning Supplier shall not be precluded from selling its products and services to individuals,
<br />businesses, and entities that were Program Participants when this Master Agreement was in
<br />effect either directly or through some other contract vehicle. Following the date of termination,
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