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11.1.2 Design-Builder is entitled to seek an adjustment of the GMP and/or Contract Time(s) if its
<br /> cost or time to perform the Work has been adversely impacted by any suspension of stoppage of
<br /> the Work by Owner.
<br /> 11.2 Owner's Right to Perform and Terminate for Cause.
<br /> 11.2.1 If Design-Builder persistently fails to (i) provide a sufficient number of skilled workers, (ii)
<br /> supply the materials required by the Contract Documents, (iii) comply with applicable Legal
<br /> Requirements, (iv)timely pay, without cause, Design Consultants or Subcontractors, (v)prosecute
<br /> the Work with promptness and diligence to ensure that the Work is completed by the Contract
<br /> Time(s), as such times may be adjusted, or (vi) perform material obligations under the Contract
<br /> Documents, then Owner, in addition to any other rights and remedies provided in the Contract
<br /> Documents or by law, shall have the rights set forth in Sections 11.2.2 and 11.2.3 below.
<br /> 11.2.2 Upon the occurrence of an event set forth in Section 11.2.1 above, Owner may provide
<br /> written notice to Design-Builder that it intends to terminate the Contract unless the problem cited is
<br /> cured, or commenced to be cured, within seven (7) of Design-Builder's receipt of such notice. If
<br /> Design-Builder fails to cure, or reasonably commence to cure, such problem, then Owner may give
<br /> a second written notice to Design-Builder of its intent to terminate within an additional seven (7)
<br /> day period. If Design-Builder,within such second seven (7)day period, fails to cure, or reasonably
<br /> commence to cure, such problem, then Owner may declare the Contract terminated for default by
<br /> providing written notice to Design-Builder of such declaration.
<br /> 11.2.3 Upon declaring the Contract terminated pursuant to Section 11.2.2 above, and after
<br /> notifying and obtaining the written agreement of the bond sureties, Owner may enter upon the
<br /> premises and take possession,for the purpose of completing the Work, of all materials, equipment,
<br /> scaffolds, tools, appliances and other items thereon, which have been purchased or provided for
<br /> the performance of the Work, all of which Design-Builder hereby transfers, assigns and sets over
<br /> to Owner for such purpose, and to employ any person or persons to complete the Work and provide
<br /> all of the required labor, services, materials, equipment and other items. In the event of such
<br /> termination, Design-Builder shall not be entitled to receive any further payments under the Contract
<br /> Documents until the Work shall be finally completed in accordance with the Contract Documents.
<br /> At such time, if the unpaid balance of the Contract Price exceeds the cost and expense incurred
<br /> by Owner in completing the Work, such excess shall be paid by Owner to Design-Builder.
<br /> Notwithstanding the preceding sentence, if the Contract establishes a Guaranteed Maximum Price,
<br /> Design-Builder will only be entitled to be paid for Work performed under this Contract. If Owner's
<br /> cost and expense of completing the Work exceeds the unpaid balance of the Contract Price, then
<br /> Design-Builder shall be obligated to pay the difference to Owner. Such costs and expense shall
<br /> include not only the cost of completing the Work, but also losses, damages, costs and expense,
<br /> including attorneys' fees and expenses, incurred by Owner in connection with the reprocurement
<br /> and defense of claims arising from Design-Builder's default, subject to the waiver of consequential
<br /> damages set forth in Section 10.5 hereof.
<br /> 11.2.4 If Owner improperly terminates the Contract for cause, the termination for cause will be
<br /> considered to a termination for convenience in accordance with the provisions of Article 9 of the
<br /> Contract.
<br /> 11.3 Reserved
<br /> 11.4 Design-Builder's Right to Terminate for Cause.
<br /> 11.4.1 Design-Builder, in addition to any other rights and remedies provided in the Contract
<br /> Documents or by law, may terminate the Contract for cause for the following reasons:
<br /> GENERAL CONDITIONS OF PROGRESSIVE DESIGN-BUILD CONTRACT,Page 25
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