Common use of Guaranteed Price Clause in Contracts

Guaranteed Price. “Guaranteed Price” shall mean the amount equal to the lesser of (i) actual, audited Allowable Development Costs for the Project incurred through Completion, and (ii) the sum of (A) total project costs as shown in the Project Budget plus (B) the aggregate cost of change orders requested by the Owner, if any, on its own behalf and not as a result of any change order requested by Developer, under Section 2.15. Owner shall have the right from time to time and no later than one hundred twenty (120) days following Completion to audit or have audited by independent accountants all actual costs associated with the Project, including, without limitation, Allowable Development Costs. Developer shall cooperate with any such audit, including, without limitation, by providing access to all books and records related to the Project. In no event (including, without limitation, on account of any Event of Force Majeure) shall Owner, any of its Members, Construction Lender or any other person or entity have any obligation to pay to Developer or the General Contractor any amount that would cause the aggregate amount received by Developer or the General Contractor under this Agreement, the Joint Venture Agreement, or any other agreements between the aforementioned parties, including, without limitation, through advances under the Construction Loan, to exceed the Guaranteed Price.

Guaranteed Price. “Guaranteed Price” shall mean the amount equal to the lesser of (i) actual, audited Allowable Development Costs for the Project incurred through Completion, and (ii) the sum of (A) total project costs as shown in the Project Budget plus (B) the aggregate cost of change orders requested initiated by the Owner, if any, on its own behalf and not as a result of any change order requested by Developer, under the last paragraph of Section 2.15. Owner shall have the right from time to time and no later than one hundred twenty (120) days following Completion to audit or have audited by independent accountants all actual costs associated with the Project, including, without limitation, Allowable Development Costs. Developer shall cooperate with any such audit, including, without limitation, by providing access to all books and records related to the Project. In no event (including, without limitation, on account of any Event of Force Majeure) shall Owner, any of its Members, Construction Lender or any other person or entity have any obligation to pay to Developer or the General Contractor any of its Affiliates any amount that would cause the aggregate amount received by Developer or the General Contractor any of its Affiliates under this Agreement, the Joint Venture Agreement, or any other agreements between the aforementioned parties, including, without limitation, through advances under the Construction Loan, to exceed the Guaranteed Price.