8.1. SR 06-03-2019 - Laserfiche WebLink

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W WASTE MANAGEMENT 14.1.4 When Owner terminates the Agreement for one of the reasons stated in Article 14.1.1, Contractor shall not be entitled to receive further payment until the Work is complete,subject to the provisions of Article 14.1.5. 14.1.5 If the unpaid balance of the Contract Price exceeds the costs of finishing the Work, including Damages and other amounts due under this Agreement,such balance shall be paid to Contractor. If such costs exceed the unpaid balance, Contractor shall pay the difference to Owner. The amount to be paid to Contractor or Owner, as the case may be, shall be certified by the Owner's Authorized Representative, upon application, and this obligation for payment shall survive termination of the Agreement. 14.1.6 If any termination of Contractor for cause is finally determined to be wrongful, such termination shall be deemed a termination for convenience under Article 14.2 and Contractor shall be entitled to recover its termination costs as set forth in Article 14.2.4. 14.2 Termination by Owner for Convenience 14.2.1 Owner may, without cause, and without prejudice to any other rights or remedies of Owner, terminate employment of Contractor under the Agreement for Owner's convenience, in whole or part, by giving Contractor and any Surety seven (7) Days written notice of such termination. 14.2.2 After receipt of a notice of termination for convenience, and except as otherwise directed by the Owner's Authorized Representative, Contractor shall conform to the requirements of Article 14.1.3. 14.2.3 After receipt of a notice of termination for convenience, Contractor shall submit to Owner its termination Claim. Such Claim shall be submitted to Owner promptly, but in no event later than three months from the effective date of termination, unless one or more extensions in writing are granted by the Owner's Authorized Representative. If Contractor fails to submit its termination Claim within the time allowed, Owner's Authorized Representative shall determine, on the basis of available information, the amount, if any, due to Contractor because of the termination. Owner shall then pay to Contractor the amount so determined. 14.2.4 If Owner and Contractor fail to agree on the amount to be paid Contractor because of the termination for convenience of the Agreement or part thereof, Owner's Authorized Representative will determine, on the basis of information available to Owner's Authorized Representative, the amount due (if any)to Contractor by reason of the termination as follows: 1 The Contract Price for all Work performed in accordance with Contract Documents up to the date of termination determined in the manner prescribed for monthly payments in Article 9, except no retainage shall be withheld by Owner either for payment determined by percentage of completion, or for materials and equipment delivered to the Site, in storage, or in transit. .2 Actual costs incurred by Contractor towards completion of Work not actually performed and forwhich no payment would otherwise be due under Article 9, plus combined overhead and profit thereon not to exceed ten percent(10%). .3 Reasonable termination expenses, including the costs for settling and paying claims arising out of termination of work under Subcontracts and purchase orders, the reasonable cost of preservation and protection of Owner property after termination (if required). Termination expenses do not include field or central office overhead, salaries of employees of Contractor or litigation costs including attorney fees or accountants' or other professional fees. .4 No amount will be allowed for anticipated profit or home office overhead on the uncompleted Work,or any cost or lost profit for any other business of Contractor alleged to be damaged by the termination. .5 Owner shall have the right to audit Contractor's books and records for purposes of determining termination costs owed to Contractor. 40 Jun-17 Ver.2.0