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Section 15.03 Sole Remedy. The contested case process provided in Tex. Gov. Code Chapter 2260, <br />subchapter C, is Contractor's sole and exclusive process for seeking a remedy for any and all alleged <br />breaches of contract by DSHS if the Parties are unable to resolve their disputes under this Article. <br />Section 15.04 Condition Precedent to Suit. Compliance with the contested_ case process provided <br />in Tex. Gov, Code Chapter 2260, subchapter C, is a condition precedent to seeking consent to sue <br />from the Legislature under Tex. Civ. Prac. & Rem. Code Chapter 107. Neither the execution of this <br />Contract by DSHS nor any other conduct of any representative of DSHS relating to this Contract <br />shall be considered a waiver of sovereign immunity to suit. <br />Section 15.05 Performance Not Suspended. Neither the occurrence of an event nor the pendency <br />of a claim constitutes grounds for the suspension of performance by Contractor, in whole or in part. <br />ARTICLE XVI TERMINATION <br />Section 16.01 Expiration of Contract or Program Attachment(s). Contractor's service <br />obligations set forth in each Program Attachment shall end upon the expiration date of that Program <br />Attachment unless extended or renewed by written amendment. Prior to completion of the term of all <br />Program Attachments, all or a part of this Contract may be terminated with or without cause as set <br />forth below. <br />Section 16.02 Effect of Termination. Termination is the permanent withdrawal of Contractor's <br />authority to obligate previously awarded funds before that authority would otherwise expire or the <br />voluntary relinquishment by Contractor of the authority to obligate previously awarded funds. <br />Contractor's costs resulting from obligations incuned by Contractor after ternunation of an award are <br />not allowable unless expressly authorized by the notice of termination. Upon termination of this <br />Contract or Program Attachment, as applicable, Contractor shall cooperate with DSHS to the fullest <br />extent possible to ensure the orderly and safe transfer of responsibilities under this Contract or <br />Program Attachment, as applicable, to DSHS or other entity designated by DSHS. Upon termination <br />of all or part of this Contract, Department and Contractor will be discharged from any further <br />obligation created under the applicable terms of this Contract or the Program Attachment, as <br />applicable, except for the equitable settlement of the respective accrued interests or obligations <br />incurred prior to termination and for Contractor's duty to cooperate with DSHS. Termination does <br />not, however, constitute a waiver of anv remedies for breach of this Contract. In addition, <br />Contractor's obliQations to retain records and maintain confidentialitv of information shall survive <br />this Contract. <br />Section 16.03 Acts Not Constituting Termination. Termination does not include: (1) withdrawal <br />of funds awarded on the basis of the Contractor's underestimate of the unobligated balance in a prior <br />period; (2) withdrawal of the unobligated balance at the expiration of the term of a Program <br />Attachment; (3) refusal to extend a Program Attachment or award additional funds to make a <br />General Provisions (Core Subrecipient 2009) 6/5/08 Page 34 of 38 <br />