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43. Taxes. <br />IHCDA is exempt from most state and local taxes and many federal taxes. IHCDA will not be responsible for <br />any taxes levied on the Contractor as a result of this Contract. <br />44. Termination for Convenience <br />This Contract may be terminated, in whole or in part, by IHCDA whenever, for any reason, IHCDA <br />determines that such termination is in its best interest. Termination of services shall be effected by delivery <br />to the Contractor of a Termination Notice at least thirty (30) days prior to the termination effective date, <br />specifying the extent to which performance of services under such termination may continue. The Contractor <br />shall be compensated for services properly rendered prior to the effective date of termination. IHCDA will <br />not be liable for services performed after the effective date of termination. The Contractor shall be <br />compensated for services herein provided but in no case shall total payment made to the Contractor exceed <br />the original contract price or shall any price increase be allowed on individual line items if canceled only in <br />part prior to the original termination date. For the purposes of this paragraph, the parties stipulate and agree <br />that the Indiana Department of Administration shall be deemed to be a party to this agreement with authority <br />to terminate the same for convenience when such termination is determined by the Commissioner of IDOA <br />to be in the best interests of IHCDA. <br />45. Termination for Default. <br />A. With the provision of thirty (30) days notice to the Contractor, IHCDA may terminate this Contract in <br />whole or in part if the Contractor fails to: <br />1. Correct or cure any breach of this Contract; the time to correct or cure the breach may be extended <br />beyond thirty (30) days if the IHCDA determines progress is being made and the extension is agreed to by <br />the parties; <br />2. Deliver the supplies or perform the services within the time specified in this Contract or any <br />extension; <br />3. Make progress so as to endanger performance of this Contract; or <br />4. Perform any of the other provisions of this Contract <br />B. If IHCDA terminates this Contract in whole or in part, it may acquire, under the terms and in the manner <br />IHCDA considers appropriate, supplies or services similar to those terminated, and the Contractor will be <br />liable to IHCDA for any excess costs for those supplies or services. However, the Contractor shall continue <br />the work not terminated. <br />C. IHCDA shall pay the contract price for completed supplies delivered and services accepted. The <br />Contractor and IHCDA shall agree on the amount of payment for manufacturing materials delivered and <br />accepted and for the protection and preservation of the property. Failure to agree will be a dispute under the <br />Disputes clause. IHCDA may withhold from these amounts any sum IHCDA determines to be necessary to <br />protect IHCDA against loss because of outstanding liens or claims of former lien holders. <br />D. The rights and remedies of IHCDA in this clause are in addition to any other rights and remedies provided <br />by law or equity or under this Contract. <br />Page 12 of 15 <br />