Interwest Construction Inc 12/27/2018

CITY OF EVERETT SPECIAL PROVISIONS If the unpaid balance of the Contract Sum exceeds the direct and indirect cost of the completed Work, including construction management services, such excess shall be paid to the Contractor. If such costs exceed such unpaid balance, the Contractor shall pay the difference to the City. Such costs incurred by the City will be verified by the City's Representative and incorporated into a Change Order, but in finishing the Work, the City may negotiate for materials, Equipment and services to complete the Work and will not be required to obtain the lowest figure for Work performed. Where the Contractor services have been so terminated by the City, the termination shall not affect rights of the City against the Contractor then existing or which may thereafter accrue. Any retention or payment of monies due the Contractor by the City will not release the Contractor from liability. If the City terminates this agreement for default, and it is thereafter determined that the Contractor had not so failed to perform its obligations or defaulted in any way. the termination shall then be deemed to have been made for the convenience of the City pursuant to 1-08.10(2) TERMINATION FOR PUBLIC CONVENIENCE. In that event, any adjustment of Contract Sum shall be in accordance with the Contract Documents. The Contractor covenants and agrees that in the event suit is instituted by the City for any default on the part of the Contractor and the Contractor is adjudged by court of competent jurisdiction to be in default, the Contractor shall pay to the City all costs, expenses expended or incurred by the City in connection therewith. 1-08.10(2) Termination for Public Convenience Delete all of 1-08.10(2) and substitute the following: Without prejudice to any other remedy it may have under law or the provisions of the Contract, or both, the City may terminate this Contract for convenience, with or without cause, in whole or in part, at any time by giving written Notice to the Contractor. Termination will be effective upon receipt of such Notice by the Contractor. The Contractor shall immediately discontinue work and take all reasonable steps with its suppliers and subcontractors to minimize cancellation I charges and other costs. In the event of termination for convenience, the Contractor shall be compensated as provided in 1-09.5 DELETED OR TERMINATED WORK. The Contractor will be I entitled to no further payments whatsoever for the Work. In the event of a breach or default by the Contractor, City may, at its sole option, terminate this Contract in whole or in part for convenience as provided herein. The City may pursue any and all contractual, legal and equitable remedies for such breach or default. Absent an express written agreement to the contrary, a termination for the City's convenience shall not be deemed a waiver or release of any rights by the City nor shall the City be estopped from any legal or equitable remedies that may be appropriate. Supplement 1-08.10 by adding the following: 1-08.10(6) Termination by Contractor after Suspension (******) If the Work has been wholly suspended pursuant to 1-08.6 SUSPENSION OF WORK for more than 90 calendar days as measured from the date of the Notice to suspend, then the Contractor may terminate this Contract by providing City with 14 calendar days' Notice that the Contractor shall deem the Contract to be terminated if the City does not provide Contractor with notice to resume Work within those 14 calendar days. Watermain Replacement"T" Division 1 —GENERAL REQUIREMENTS October 10, 2018 WO No—UP3684 SP—108