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DocuSign Envelope ID: B458D7FB-FB93-4775-A3CB-AC48CB34C275
<br />If the product(s), or any part thereof, become the subject of any claim, suit or proceeding for infringement
<br />of any patent, trademark or copyright, or in the event of any adjudication that the product(s), or any part
<br />thereof, infringes any patent, trademark or copyright, or if the sub -license or use of the product(s), or any
<br />part thereof, is enjoined, Contractor, after consultation with the State, shall do one of the following at
<br />Contractor's expense:
<br />a. produce for the State the right under such patent, trademark or copyright to use or sub -license, as
<br />appropriate, the product or such part thereof; or
<br />b. replace the product(s), or part thereof, with other suitable products or parts conforming to the
<br />original license and State specifications; or
<br />C. suitably modify the products, or part thereof.
<br />Except as otherwise expressly provided herein, Contractor shall not be liable for any costs or expenses
<br />incurred without its prior written authorization.
<br />Contractor shall have no obligation to defend against or to pay any costs, damages or attorney's fees with
<br />respect to any claim based upon:
<br />a. the use of an altered release if Contractor had not consented to the alteration; or
<br />b. the combination, operation or use of the product(s) with programs or data which were not
<br />furnished by Contractor, if such infringement would have been avoided if the programs or data
<br />furnished by persons or entities other than Contractor had not been combined, operated or used
<br />with the product(s); or
<br />C. the use of product(s) on or in connection with equipment or software not permitted under this
<br />contract if such infringement would have been avoided by not using the product(s) on or in
<br />connection with such other equipment or software.
<br />25. Conformance with Law. If this Contract involves federal funds or compliance is otherwise federally
<br />mandated, the Contractor and its agent(s) shall at all times during the term of this contract strictly adhere to
<br />all applicable federal laws, state laws, Executive Orders and implementing regulations as they currently
<br />exist and may hereafter be amended. Without limitation, these federal laws and regulations include:
<br />a. Office of Management and Budget Circulars and The Common Rule for Uniform Administrative
<br />Requirements for Grants and Cooperative Agreements to State and Local Governments, as
<br />applicable;
<br />b. the "Hatch Act" (5 U.S.C. 1501-1508) and Public Law 95-454, Section 4728
<br />C. when required by Federal program legislation, the "Davis -Bacon Act", as amended (40 U.S.C.
<br />3141-3148) as supplemented by Department of Labor Regulations (29 CFR Part 5, "Labor
<br />Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted
<br />Construction");
<br />d. when required by Federal program legislation, the Copeland "Anti -Kickback" Act (40 U.S.C.
<br />3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and
<br />Subcontractors on Public Building of Public Work Financed in Whole or in Part by Loans or
<br />Grants from the United States").
<br />e. 42 U.S.C. 6101 et sue, 42 U.S.C. 2000d, 29 U.S.C. 794 (regarding discrimination);
<br />f. the "Americans with Disabilities Act" (Public Law 101-336; 42 U.S.C. 12101, 12102, 12111 -
<br />12117, 12131 - 12134, 12141 - 12150, 12161 - 12165, 12181 - 12189, 12201 - 12213 and 47
<br />U.S.C. 225 and 47 U.S.C. 611);
<br />g. if the Contractor is acquiring an interest in real property and displacing households or businesses
<br />in the performance of this Contract, then the Contractor is in compliance with the "Uniform
<br />Relocation Assistance and Real Property Acquisition Policies Act", as amended, (Public Law 91-
<br />646, as amended, and Public Law 100-17, 101 Stat. 246 - 256);
<br />h. when applicable, the Contractor shall comply with the provisions of the "Uniform Administrative
<br />Requirements for Grants and Cooperative Agreements to State and Local Governments"
<br />(Common Rule);
<br />i. Section 2101 of the Federal Acquisition Streamlining Act of 1994, Public Law 103-355; and
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<br />Vcr 24.03.20
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