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Transit Financial Assistance Grant Agreement Regional Sales and Use Tax the execution of written amendments signed by the Council and the Grantee. If the Grantee needs a change to the Project, additional time within which to complete the grant -funded activities and commence the Project, a change in the budget, or a change in grant -funded activities the Grantee must submit to the Council at least ninety (90) calendar days prior to the expiration date, a complete, written amendment request. All requirements must be met for a request to be considered complete. The Expiration Date may be extended, but the period of any extension shall not exceed one (1) year beyond the original expiration date identified on Page 1 of this Agreement. 7.05 Termination for Cause. This Agreement may be terminated by the Council for cause as reasonably determined by the Council at any time upon thirty (30) calendar days' written notice to the Grantee or if the Project has not commenced as set out in Paragraph 7.02. If this Agreement is terminated prior to the Expiration Date, the Grantee shall receive payment on a pro rata basis for eligible Project activities described or identified in Exhibit A that have been completed prior to the termination. 7.06 Termination by Council for Noncompliance. If the Council finds that the Grantee failed to comply with the terms and conditions of this Agreement, the Council may terminate this Agreement at any time following seven (7) calendar days written notice to the Grantee and upon failure of the Grantee to cure the noncompliance within the seven-day period. Noncompliance includes failure to make reasonable progress toward completion of the Project. Upon the Council finding of noncompliance, the Council may cease payment of invoices during any period of noncompliance and may require the Grantee to repay the Grant Funds in full or in a portion determined by the Council. Nothing herein shall be construed to limit the Council's legal remedies to recover the Grant Funds. 7.07 Effect of Grant Closeout or Termination. The closeout or termination of this Agreement does not invalidate continuing obligations imposed on the Grantee by this Agreement. The closeout or termination of this Agreement does not alter the Council's authority to disallow costs and recover Grant Funds on the basis of a later audit or other review and does not alter the Grantee's obligation to return any Grant Funds due to the Council as a result of later refunds, corrections, or other transactions. If the Council determines the Grantee has failed to comply with the terms and conditions of this Agreement and the applicable provisions of the Active Transportation Grant Program, the Council may take any action to protect the Council's interests and may refuse to disburse additional grant funds and may require the Grantee to return all or part of the grant funds already disbursed. .01 Approved by OGC 12/16/24