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32 <br />Progressive Design Build General Conditions <br /> <br />mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement <br />agreements in any court having jurisdiction thereof. <br />10.8 Litigation. Any Claims, disputes or controversies between the parties arising out of or relating to <br />the Contract, or the breach thereof, which have not been resolved in accordance with the <br />procedures set forth in Section 10.7 above shall be decided by litigation, unless the parties <br />mutually agree in writing otherwise. All unresolved Claims of Design-Builder shall be waived and <br />released unless Design-Builder has complied with the time limits of the Contract Documents, and <br />litigation is served and filed within the earlier of (a) 120 days after the Date of Substantial <br />Completion of all the Work designated in writing by Owner or (b) 60 days after Final Completion. <br />This requirement cannot be waived except by an explicit written waiver signed by Owner and <br />Design-Builder. The pendency of mediation shall toll these deadlines until the earlier of the <br />mediator providing written notice to the parties of impasse or 30 days after the last mediation <br />session ended with no further sessions scheduled by the mediator. <br /> <br />10.9 CONSEQUENTIAL DAMAGES. <br />10.9.1 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY (EXCEPT AS SET <br />FORTH IN SECTION 10.9.2 BELOW), NEITHER DESIGN-BUILDER NOR OWNER SHALL BE <br />LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL LOSSES OR DAMAGES, WHETHER <br />ARISING IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY <br />OR OTHERWISE, INCLUDING BUT NOT LIMITED TO LOSSES OF USE, PROFITS, <br />BUSINESS, REPUTATION OR FINANCING. Costs and damages for which Owner shall not be <br />liable under any circumstances include but are not limited to: (a) borrowing or interest costs, <br />charges, or expenses of Design-Builder; (b) alleged lost profit or overhead on any other project; <br />and (c) Design-Builder’s failure or inability to obtain other work. <br />10.9.2 The consequential damages limitation set forth in Section 10.9.1 does not waive and <br />does not otherwise affect (1) any payment of liquidated damages that may be established by the <br />parties, and which would be intended, in part, to reimburse Owner for some damages that might <br />otherwise be deemed to be consequential; or (2) Owner’s entitlement to actual direct damages <br />arising out of or related to breach of this Contract by the Design-Builder. <br /> <br />Article 11 <br />Stop Work and Termination for Cause <br />11.1 Owner’s Right to Stop Work. <br />11.1.1 Owner may, without cause and for its convenience, order Design-Builder in writing to stop <br />and suspend the Work. <br />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) <br />prosecute the Work with promptness and diligence to ensure that the Work is completed by the <br />Contract Time(s), as such times may be adjusted, or (vi) perform material obligations under the