Master Services Agreement - Government Finance Officers Association of the United States

Home Browse Search

party has supplied to such party, and (iii) the Government shall pay Consultant all fees charged through the date of termination on a time and materials basis using rates shown in Exhibit A, D. Survival: The provisions of Sections V, VI, VII, IX, X, XI, and X11 , and any definitions provided herein for purposes of aiding in the interpretation of this Agreement, shall survive any termination of this Agreement. XIV. OBLIGATIONS OF THE GOVERNMENT A. The Government agrees to give Consultant access to staff and the Government owned properties as required to perform the Services under the Agreement. B. The Government shall immediately notify Consultant in writing of any defects in the Services upon the Government's actual notice of the same. XV. ASSIGNMENT Neither party may assign or transfer any of its rights or obligations under this Agreement without obtaining the prior written consent of the other party. XVI. DISPUTES In the event of any dispute between the parties arising from this Agreement or the Services provided hereunder, each party shall, prior to seeking judicial resolution of such dispute, escalate the dispute to a senior representative of such party, and such senior representatives shall use good faith efforts to resolve the dispute between them. If such senior representatives are unable to resolve the dispute, such dispute shall then be decided by arbitration pursuant to procedures jointly agreed upon by the Government and Consultant. Consultant and the Government shall make good faith efforts to resolve any and all disputes as quickly as possible. XVII. NOTICE All notices, submissions, consents, and other communications required or permitted under this Agreement shall be in writing and sent via overnight carrier, first class mail, postage prepaid, or transmitted via facsimile or electronically, with confirmation of such transmission, to the Administering Department, care of the Contract Administrator or to the Project Manager, as the case may be, at the address stated in this Agreement or such other address or facsimile number as either party may designate by prior written notice to the other, XVIII. ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the parties pertaining to the subject matter hereof; supersedes any and all prior agreements, proposals, letters of intent, understandings, negotiations and discussions of the parties, whether oral or written, relating to the subject matter hereof, and shall be binding upon the parties' respective successors and permitted assigns. XIX. AMENDMENTS Government Finance Officers Association 5 of 7