Termination for Default and Convenience. If Vendor refuses or fails to perform any of the terms of this Purchase Order, including poor services, work, or materials, ACPS may, by written notice to Vendor, terminate this Purchase Order, in whole or in part. In addition to any right to terminate, ACPS may enforce any remedy available at law or in equity in connection with such default, and Vendor shall be liable for all damages to ACPS resulting from Vendor’s default. ACPS further reserves the right to obtain immediately such items from other vendors in the event of Vendor’s default. Furthermore, ACPS may reject any items that do not comply with the requirements of this Purchase Order and any such items may be returned to Vendor at Vendor’s sole cost and risk of loss. ACPS may also terminate this Purchase Order for convenience by giving written notice to Vendor at least 15 days prior to the effective date of cancellation. Any such termination shall be without liability of any type to ACPS except for payment for completed items delivered or services rendered to and accepted by ACPS. ACPS may exercise ACPS’s right of setoff as to any amounts ACPS may owe the Vendor. ACPS may require Vendor to transfer title and deliver to ACPS any or all items produced or procured by Vendor for performance of the work terminated.
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