Common use of Liquidated Damages for Delay Clause in Contracts

Liquidated Damages for Delay. a. Owner and Private Entity recognize that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entity.

Liquidated Damages for Delay. a. Owner and Private Entity recognize The CM specifically recognizes that time is a delay by the CM in achieving the Completion of the essence in Project will necessarily cause damages, losses, and expenses to the completion Owner, including, but not limited to and by way of illustration only, increased capitalized costs and interests for the Work Project, increased and extended Project overhead, Designer's and Consultant's fees, increased costs of construction, increased and extended operation costs of other facilities, and inefficiency and loss of productivity, and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulatedsuch damages, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expenselosses, and difficulties involved in proving expenses may not be readily identifiable or ascertainable at the actual loss time they are incurred or damages suffered by Owner if the Work is not completed on at any later time. AccordinglyTherefore, if such Work is and in recognition of these factors and the likelihood that actual damages from a delay will not fully and satisfactorily completed within the period of time set forth in this Agreementbe readily ascertainable, the Private Entity CM agrees it shall owe to and pay to Owner the Owner, as liquidated damages for loss of Owner's use or occupancy of the Work, but Step One Liquidated Damages and not as a penalty, the sum of Two Thousand Dollars ($2,000$ ) as step one liquidated damages the Liquidated Damages per day, for each and every consecutive calendar day of unexcused delay after by which a failure by the date established for CM to meet the Substantial Completion. Once Completion Date shown in the Work is Substantially CompleteMaster Schedule, adjusted in accordance with this Article, delays the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Substantial Completion of the WorkProject. If Final Completion Furthermore, the CM agrees to pay to the Owner, as Step Two Liquidated Damages and not as a penalty, the sum of Dollars ($ ) as Liquidated Damages per day, for each day by which the Work CM fails to achieve satisfactory completion and sign off of all punch lists or deficiency lists as shown in the Master Schedule, adjusted in accordance with this Article; provided, however, that no Step Two Liquidated Damages shall be assessed against the CM so long as Step One Liquidated Damages are being assessed. The sum for Liquidated Damages is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted amount reasonably estimated in advance to cover the losses to be incurred by the Owner as required by reason of failure of the CM to complete the Project within the time specified, such time being in the essence of this Agreement and a material consideration thereof. This provision for liquidated damages does not bar the Owner’s right to enforce its other rights and remedies under this Agreement, then Private Entity shall owe including without limitation the Owner right to order the additional amount CM to accelerate the Work or the right to terminate the Agreement. Liquidated damages represent the Owner’s best effort at the commencement of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe the Agreement to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated estimate its reasonable anticipated damages for each consecutive calendar day during which full delay, and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also should not be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense construed as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entitya penalty.

Liquidated Damages for Delay. a. Owner and Private Entity recognize (a) The Concessionaire acknowledges that time is of the essence in Authority will suffer actual damages if, due to causes attributable to the completion of Concessionaire, the Work and that Owner may suffer loss Concessionaire fails to achieve the Commercial Operation Date on or damages if before the Work is not completed within the period of time stipulated, plus any extensions thereof allowed Scheduled Commercial Operation Date (as extended in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period terms of time set forth in this Agreement). In the event the Concessionaire fails to achieve the Commercial Operation Date within ninety (90) days of the Scheduled Commercial Operation Date, the Private Entity agrees it Concessionaire shall owe to and pay to Owner as pay, from the ninety first (91st) day of delay, liquidated damages for loss to the Authority in an amount calculated at the rate of Owner's use or occupancy zero point five per cent (0.5%) of the Work, but not as a penaltyEstimated Project Cost for each week of delay (or part thereof) beyond the ninety first (91st) day from the Scheduled Commercial Operation Date until the occurrence of the Commercial Operation Date or the Termination Date. Provided however that, the sum of Two Thousand Dollars ($2,000) as step one Concessionaire's liability for liquidated damages for each and every consecutive calendar day under this Clause 13.10 shall not exceed an amount that is equal to ten per cent (10%) of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual Estimated Project Cost. (b) Any such payments of step one liquidated damages shall stop and be made by the Private Entity shall have sixty Concessionaire to the Authority within fifteen (6015) calendar days in which to achieve Final Completion of the Work. If Final Completion Concessionaire's receipt of a notice from the Work is not achieved by Authority which sets out the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount amounts of liquidated damages which may be assessed under this Agreement shall not exceed $100,000are then due and payable. All If the Concessionaire fails to pay such liquidated damages are in addition to any other damages other than for delay that when due, the Owner may Authority shall be entitled to recover payment of such amount or amounts under the Construction Performance Bond. (c) The Concessionaire acknowledges and confirms that the rate of liquidated damages set out in this Clause 13.10 represent a genuine pre-estimate of the anticipated losses and costs to the Authority in the event of a delay in the occurrence of the Commercial Operation Date. (d) If any part of this Clause 13.10 is found for any reason to be void, invalid or otherwise inoperative so as to disentitle the Authority from Private Entityclaiming delay liquidated damages, the Authority shall be entitled to claim against the Concessionaire damages at law for the Concessionaire's delay in achieving the Commercial Operation Date by the Scheduled Commercial Operation Date.

Liquidated Damages for Delay. a. Owner 5.5.1 Time, quantity and Private Entity recognize that time is delivery to the delivery location designated by the Purchaser are of the essence in under this Agreement. If for any reason (other than a Force Majeure event affecting the completion Seller, subject to the Seller’s compliance with the terms and conditions of Clause 20 of GTC, the ERS are not delivered by the relevant Completion Date, the Seller shall promptly notify the Purchaser of the Work and that Owner may suffer loss or damages if same in writing (a “Delayed Delivery Notice”). 5.5.2 If for any reason (other than a Force Majeure event affecting the Work is not completed within Seller, subject to the period of time stipulated, plus any extensions thereof allowed in accordance Seller’s compliance with the Agreementterms and conditions of Clause 20 of GTC, a shipment of ERS is delivered later than the Completion Date therefor (a “Late Delivery”), then for each week (or part thereof) after such Completion Date that such shipment of ERS is delivered, the Seller shall pay to the Purchaser liquidated damages (“Delay Damages”) at the rate of [0.5% per week] of the total value of undelivered portion for each week of delay or part thereof (prorated), subject to a maximum of Five percent (5%) of the value of undelivered portion. 5.5.3 Delay Damages shall be paid by Seller within fifteen (15) days after the date of the invoice raised by the Purchaser, which invoices may be issued by Purchaser at any time and from time to time. The parties also recognize Parties agree that the delaysDelay Damages described in this Clause 5 are fair and reasonable in light of the anticipated harm that would ensue from a delay in delivery of the ERS, expense, and the difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, ascertaining the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000loss to the aggrieved party, the limitation on liability herein and the inconvenience or non- feasibility of otherwise obtaining an adequate remedy. All The Parties further acknowledge and agree that such liquidated damages are in addition to any other damages other than for delay a genuine pre-estimate of loss and are not a penalty. Seller irrevocably undertakes that it will not, whether by legal proceedings or otherwise, contend that the Owner may Delay Damages are not reasonable nor will it put the Purchaser to the proof thereof, nor further contend that its agreement to such sum and undertaking as aforesaid were arrived at by force, duress, coercion, mistake or misrepresentation on the part of the Purchaser. If the payment of Delay Damages is held to be entitled unenforceable for any reason, the Seller shall be liable to recover from Private Entitypay the Purchaser’s actual losses and costs caused or to the extent contributed to by such failure for which the Seller is responsible, which shall be discussed and mutually agreed between the Parties. 5.5.4 The Purchaser has the right to set off any Delay Damages or penalties against payments which are due to Seller or any future payments which shall become due to Seller.

Liquidated Damages for Delay. a. Owner and Private Entity recognize that time is of the essence in the completion of 5.1 Inasmuch as failure to Substantially Complete the Work within the time fixed in Exhibit D will result in injury to the Owner, and as damages arising from such failure cannot be calculated with any degree of certainty, it is agreed that Owner may suffer loss or damages if the Work is not completed Substantially Completed within the period of time stipulatedprovided in Exhibit D, plus any or within such further time, if any, as shall be allowed for time extensions thereof allowed in accordance with the Agreement. The parties also recognize provisions of the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this AgreementContract for Construction, the Private Entity agrees it Construction Manager shall owe to and pay to the Owner as liquidated damages for loss of Owner's use or occupancy of the Worksuch delay, but and not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one amount set forth in Exhibit E for each calendar day elapsing between the date fixed for Substantial Completion and the date such Substantial Completion is fully accomplished. The parties agree that said liquidated damages are reasonable given existing circumstances, including, without limitation, the range of harm that is foreseeable and the anticipation that proof of damages would be costly and impractical. 5.2 The liquidated damages shall be payable in addition to any excess expenses or costs payable by the Construction manager to the Owner under the General Terms and Conditions, and shall not preclude the recovery of damages by the Owner under other provisions of the Contract for each and every consecutive calendar day of unexcused delay after the date established for Construction, except claims related to Construction Manager's delays in Substantial Completion. Once the Work is Substantially Complete, the accrual of step one Owner’s right to receive liquidated damages shall stop in no manner affect the Owner's right to terminate the Contract for Construction, as provided in the General Terms and Conditions or elsewhere in the Private Entity Contract for Construction. The Owner's exercise of the right to terminate shall have sixty not release the Construction Manager from the obligation to pay said liquidated damages. 5.3 When the Owner reasonably believes (60i) calendar days in which that Substantial Completion will be inexcusably delayed; or (ii) that the Construction Manager will fail to achieve Final Completion by the date of Final Completion, the Owner shall be entitled, but not required, to withhold from any amounts otherwise due the Construction Manager the daily amount specified for liquidated damages in this Article for each calendar day of the Workunexcused delay. If Final Completion of and when the Work is not achieved by Construction Manager overcomes the 60th day after delay in timely achieving Substantial Completion has been achievedor Final Completion, and if no extension of such time period has been granted by or any part thereof, for which the Owner as required by this Agreementhas withheld payment, then Private Entity shall owe the Owner shall promptly release to the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner Construction Manager those funds withheld, but no longer applicable, as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entitydamages.

Liquidated Damages for Delay. a. Owner 7.1 Contractor shall achieve Substantial Completion and Private Entity recognize that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved by within the 60th day after time prescribed in the SOW (as may be adjusted in accordance with the Contract Documents). Inasmuch as failure to achieve Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion Final Completion of the Work within the time prescribed in the SOW will result in damages to Owner, and as the damages arising from such failure cannot be calculated with any degree of certainty, it is delayed or exceeds agreed that if Contractor does not achieve Substantial Completion and/or Final Completion of the number of days provided for Work within 7.2 Owner may deduct liquidated damages prescribed in this Agreement to complete Article from any unpaid amounts then or thereafter due Contractor under the Work. Private Entity further agrees that Contract for Continuing General Contractor Services and any liquidated damages not so deducted shall be payable to Owner assesses against Private Entity may also be withheld by Contractor upon demand by Owner plus interest from the date of demand at the maximum legal rate of interest until paid. Further, when Owner reasonably believes (a) that Substantial Completion will be inexcusably delayed; or (b) that Contractor will fail to achieve Final Completion by the Final Completion Date, Owner shall be entitled, but not required, to withhold from any retainage amounts otherwise due Contractor the daily amount specified for liquidated damages in this Article for each day of the anticipated unexcused delay. If and when Contractor overcomes the delay in timely achieving Substantial Completion or other sums Final Completion, or any part thereof, for which Owner may otherwise owe has withheld payment, Owner shall release to Private Entity. Private Entity hereby waives any defense Contractor only those funds withheld but no longer applicable, as liquidated damages, subject to the validity satisfaction of any all other conditions precedent to release of such funds. 7.3 The liquidated damages on the grounds such liquidated damages could prescribed in this Article shall be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are payable in addition to any other expenses or costs payable by Contractor to Owner under the Contract for Continuing General Contractor Services, and shall not preclude the recovery of damages by Owner under other than provisions of the Contract for delay that Continuing General Contractor Services. Owner’s right to received liquidated damages shall in no manner affect Owner’s right to terminate the Owner may be entitled Contract for Continuing General Contractor Services. Owner’s exercise of the right to recover terminate shall not release Contractor from Private Entitythe obligation to pay said liquidated damages.

Liquidated Damages for Delay. a. The CM/GC acknowledges that the Owner will incur significant damages if the Project is not completed within the time set forth above, including without limitation, damages in the form of: inability to use the Project and Private Entity recognize all related facilities (i.e. “loss of use”); delay costs for completion of portions of the Project or related projects to be constructed by the Owner or the Owner’s separate contractors; or costs of extended services of the Owner’s project management staff, any outside construction management firms, Architect, any separate contractors and consultants, and others performing work or services related to the Project. In consideration of these factors, the CM/GC acknowledges and agrees that time is particularly of the essence in the completion CM/GC’s performance of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period agreed date of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy commencement of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve agreed dates of Substantial Completion and Final Completion of the Work. If Final The Owner and CM/GC acknowledge and agree that if Substantial Completion of the entire Work is not achieved by the 60th day after date set forth above, the amount of the Owner’s actual loss of use damages will be difficult, impractical or impossible to determine. Accordingly, the parties agree that if Substantial Completion has been achieved, and if no extension of such time period has been granted is not achieved by the Owner agreed date of Substantial Completion as required by this Agreementmay be adjusted pursuant to the Contract Documents, then Private Entity the CM/GC shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to the Owner as liquidated damages for the loss of use of the Project the following amounts: the sum of One Thousand Dollars ($1,000$ ) as step two for each partial day or full day of delay beyond the deadline for Substantial Completion. The parties further acknowledge and agree that the CM/GC’s obligation to pay liquidated damages for each consecutive calendar day during which full and satisfactory completion under this paragraph shall be in lieu of the Work obligation to pay actual delay damages for the loss of use damages. The parties agree that the daily rate agreed to above is delayed or exceeds the number of days provided for reasonable in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as comparison to the validity approximate scope of any liquidated actual delay damages on for loss of use that the grounds parties anticipate as of the time of execution of this GMP Amendment, and that the payment of such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delaysintended to be a penalty or forfeiture. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such The parties further acknowledge that these liquidated damages are in addition meant to any other damages other than for delay that reimburse the Owner may be entitled only for loss of use delay damages and that Owner reserves the right to recover claim other types of damages against CM/GC resulting from Private Entitydelays, including but not limited to the other delay damages described in this paragraph.

Liquidated Damages for Delay. a. Owner and Private Entity DB recognize that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity DB agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's ’s use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ONE THOUSAND FIVE HUNDRED DOLLARS ($2,0001,500.00) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity DB shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity DB shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” Paragraph 10.4(b), below. b. . The Private Entity DB agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars FIVE HUNDRED DOLLARS ($1,000500.00) per School as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the WorkWork or as agreed to between the Owner and DB in writing. Private Entity DB further agrees that any liquidated damages Owner assesses against Private Entity DB may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private EntityDB. Private Entity DB hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity DB is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private EntityDB.

Liquidated Damages for Delay. a. Owner and Private Entity recognize that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Five Hundred Dollars ($2,0002,500) per School as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Five Hundred Dollars ($1,000500) per School as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entity.

Liquidated Damages for Delay. a. Owner A. It is mutually understood and Private Entity recognize agreed by and between the parties to the Contract that in the execution of the same, time is an essential element of the essence Contract, and it is important that the Work progress vigorously to completion. CONTRACTOR agrees that said Work shall be prosecuted regularly, diligently, and uninterrupted at such rate of progress as will insure Substantial Completion thereof within the Contract Time. It is expressly understood and agreed, by and between CONTRACTOR and the OWNER, that the completion time set forth in the Contract Documents is a reasonable time for the completion of the Work and Project, taking into consideration locality where the Work is performed and the usual industrial conditions prevailing in that Owner may suffer loss locality. If CONTRACTOR neglects, fails, or refuses to complete the Work within the Contract Time, then for each Calendar Day after the end of the Contract Time, Substantial Completion of the Work is not achieved, the amount per Calendar Day specified in the Special Conditions shall be assessed by the Owner, not as a penalty, but as a predetermined and agreed upon liquidated damage. The Default amount of Liquidated Damages is hereby agreed to be five hundred U.S. Dollars ($500.00) per day for the first week after the end of the Contract Time; the default amount of Liquidated Damages is hereby agreed to be one thousand U.S. Dollars ($1,000.00) per day for the second week after the end of the Contract Time, and for all other weeks thereafter. The said amount is fixed and agreed upon by and between CONTRACTOR and the OWNER because of the impracticability and extreme difficulty of fixing and ascertaining the actual damages if the OWNER would sustain in the event the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the AgreementContract Time. The parties also recognize OWNER shall have the delaysright to deduct said Liquidated Damages from any money due, expense, or to become due to said CONTRACTOR and difficulties involved to xxx for and recover any additional compensation for damages for non-performance of the Contract at the time stipulated and provided for in proving the actual loss or damages suffered by Owner if Contract Documents. The assessment of Liquidated Damages for failure to complete the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period Contract Time shall not constitute a waiver of time the Owner's right to collect any additional damages which the OWNER may sustain by failure of CONTRACTOR to carry out the terms of this Contract. If Liquidated Damages for milestones are specified in the Special Conditions, all conditions as set forth in this Agreement, the Private Entity agrees it for Liquidated Damages shall owe apply to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after milestone specified. All milestones represent independent damages the date established for Substantial CompletionCity will suffer and shall therefore be viewed independently. Once the Work is Substantially CompleteAll milestones shall be accumulative, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of the Work. If Final Completion of the Work is not achieved increasing by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entity.specified for

Liquidated Damages for Delay. a. Owner 7.1 Contractor shall achieve Substantial Completion and Private Entity recognize that time is of the essence in the completion Final Completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed prescribed in the SOW (as may be adjusted in accordance with the AgreementContract Documents). The parties also recognize Inasmuch as failure to achieve Substantial Completion and Final Completion of the delays, expenseWork within the time prescribed in the SOW will result in damages to Owner, and difficulties involved in proving as the actual loss or damages suffered by Owner arising from such failure cannot be calculated with any degree of certainty, it is agreed that if Contractor does not achieve Substantial Completion and/or Final Completion of the Work is not completed on within the time prescribed in the SOW, or within such further time. Accordingly, if such Work is not fully and satisfactorily completed within any, as shall be allowed for time extensions in accordance with the period provisions of time set forth in this Agreementthe Contract Documents, the Private Entity agrees it Contractor shall owe be required to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Worksuch delay, but and not as a penalty, the sum amount of Two Thousand Dollars (construction cost x .07/365 or $2,000) 100, whichever is greater, for each day elapsing between the date fixed for Substantial Completion and/or Final Completion and the date Substantial Completion and/or Final Completion is fully achieved. The Parties agree that said liquidated damages are reasonable given existing circumstances, including the range of harm that is foreseeable and the anticipation that proof of damages would be costly and impractical. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as step one a penalty. It is further mutually understood and agreed that Owner’s assessment of liquidated damages for each and every consecutive calendar day delays pursuant to this Section is intended to compensate Owner solely for Contractor’s failure to achieve Substantial Completion and/or Final Completion of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Completewithin the time prescribed in the SOW, and shall not release Contractor from liability from any other breach of requirements of the accrual of step one Contract Documents. If the liquidated damages set forth herein are deemed unenforceable for any reason, Owner instead shall stop and the Private Entity shall have sixty (60) calendar days in which be entitled to recover those actual delay damages that it sustained as a result of Contractor’s failure to achieve Substantial Completion and/or Final Completion of the Work. If Liquidated Damages for failure to achieve Final Completion shall not be stacked on top of Liquidated Damages for failure to achieve Substantial Completion. Liquidated Damages shall not be assessed against Contractor in the Work is not achieved event of Owner delay; however, in event of concurrent delay by the 60th day after Substantial Completion has been achievedOwner and Contractor, and if no extension of such time period has been granted by the Liquidated Damages shall still be assessed. 7.2 Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 may deduct liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for prescribed in this Article 7 from any unpaid amounts then or thereafter due Contractor under this Agreement to complete the Work. Private Entity further agrees that and any liquidated damages not so deducted shall be payable to Owner assesses against Private Entity may also be withheld by Contractor upon demand by Owner plus interest from the date of demand at the maximum legal rate of interest until paid. Further, when Owner reasonably believes (a) that Substantial Completion will be inexcusably delayed; or (b) that Contractor will fail to achieve Final Completion by the Final Completion Date, Owner shall be entitled, but not required, to withhold from any retainage amounts otherwise due Contractor the daily amount specified for liquidated damages in this Article 7 for each day of the anticipated unexcused delay. If and when Contractor overcomes the delay in timely achieving Substantial Completion or other sums Final Completion, or any part thereof, for which Owner may otherwise owe has withheld payment, Owner shall release to Private Entity. Private Entity hereby waives any defense Contractor only those funds withheld but no longer applicable, as liquidated damages, subject to the validity satisfaction of any all other conditions precedent to release of such funds. 7.3 The liquidated damages on the grounds such liquidated damages could prescribed in this Article 7 shall be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are payable in addition to any other expenses or costs payable by Contractor to Owner under this Agreement, and shall not preclude the recovery of damages by Owner under other than for delay that provisions of the Owner may be entitled Contract Documents. Owner’s right to recover received liquidated damages shall in no manner affect Owner’s right to terminate this Agreement. Owner’s exercise of the right to terminate shall not release Contractor from Private Entitythe obligation to pay said liquidated damages.

Liquidated Damages for Delay. a. Owner and Private Entity recognize The DB Contractor acknowledges that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within urgently needed by the period of time stipulatedState Parties. Further, plus any extensions thereof allowed in accordance the parties agree that it would be extremely difficult and impracticable under the presently known and anticipated facts and circumstances to ascertain and fix with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving precision the actual loss or damages suffered that the State Parties would incur should the DB Contractor delay in achieving Final Completion by Owner if the Work is not completed on timeFinal Completion Deadline. Accordingly, if such Work the parties agree that, in the event that the DB Contractor fails to achieve Final Completion by the Final Completion Deadline (regardless of any recovery schedule agreed pursuant to Subsection 3.5.1 (Recovery Schedule)), then, for each day that Final Completion is not fully and satisfactorily completed within delayed following the period of time set forth in this AgreementFinal Completion Deadline, the Private Entity agrees it Authority shall owe be entitled to and pay to Owner recover from the DB Contractor, as liquidated damages for loss of Owner's use or occupancy of the Worksuch delay, but and not as a penalty, and the DB Contractor shall pay to the Authority, “Liquidated Damages” in an amount equal to a daily rate calculated to provide 6% of the FGMP per annum (or if no FGMP has been agreed, then 6% per annum on the sum of Two Thousand Dollars ($2,000) as step one liquidated damages all agreed GMPs); provided, however, that in no event shall the DB Contractor’s aggregate liability for each Liquidated Damages exceed an amount equal to the sum of 180 days of Liquidated Damages. Any Liquidated Damages shall be due and every consecutive calendar day of unexcused delay after payable by the date established for Substantial Completion. Once DB Contractor to the Work is Substantially CompleteAuthority upon demand, and, at the Authority’s option, the accrual of step one liquidated damages Authority shall stop be entitled to offset any Liquidated Damages in whole or in part against amounts otherwise owed by the Authority to the DB Contractor hereunder. The parties acknowledge and agree that the Private Entity shall have sixty (60) calendar days in which Liquidated Damages relate solely to the DB Contractor’s failure to achieve Final Completion by the Final Completion Deadline and to no other duty or obligation of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by DB Contractor under this Agreement, then Private Entity and shall owe be the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to State Parties’ sole and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated exclusive damages for each consecutive calendar day during which full DB Contractor’s failure to achieve Final Completion by the Final Completion Deadline, or any other delay in achievement of any Interim Project Milestone beyond the date established therefor under the Contract Documents. The parties further agree that the Liquidated Damages are not a penalty, but instead are a good faith and satisfactory completion reasonable estimate of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay and loss that the Owner may be entitled State Parties would suffer in the event the DB Contractor fails to recover from Private Entityachieve Final Completion by the Final Completion Deadline.

Liquidated Damages for Delay. a. Owner and Private Entity recognize that time is of the essence in the completion of the Work and that Owner may suffer loss or damages if the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages for loss of Owner's use or occupancy of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar available work days in which to achieve Final Completion of the Work. An available work day includes days when after school or weekend work can be performed. If Final Completion of the Work is not achieved by the 60th available work day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, and the delay is not beyond the control of the Private Entity, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entity.

Liquidated Damages for Delay. a. Owner and Private Entity recognize that time is of the essence in the completion of 5.1 Inasmuch as failure to Substantially Complete the Work within the time fixed on Exhibit D will result in injury to the Owner, and as damages arising from such failure cannot be calculated with any degree of certainty, it is agreed that Owner may suffer loss or damages if the Work is not completed Substantially Completed within the period of time stipulatedprovided Exhibit D, plus any or within such further time, if any, as shall be allowed for time extensions thereof allowed in accordance with the Agreement. The parties also recognize provisions of the delays, expense, and difficulties involved in proving the actual loss or damages suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this AgreementContract for Construction, the Private Entity agrees it Construction Manager shall owe to and pay to the Owner as liquidated damages for loss of Owner's use or occupancy of the Worksuch delay, but and not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one amount set forth in Exhibit E for each calendar day elapsing between the date fixed for Substantial Completion and the date such Substantial Completion is fully accomplished. The parties agree that said liquidated damages are reasonable given existing circumstances, including, without limitation, the range of harm that is foreseeable and the anticipation that proof of damages would be costly and impractical. 5.2 The liquidated damages shall be payable in addition to any excess expenses or costs payable by the Construction manager to the Owner under the General Terms and Conditions, and shall not preclude the recovery of damages by the Owner under other provisions of the Contract for each and every consecutive calendar day of unexcused delay after the date established for Construction, except claims related to Construction Manager's delays in Substantial Completion. Once the Work is Substantially Complete, the accrual of step one Owner’s right to receive liquidated damages shall stop in no manner affect the Owner's right to terminate the Contract for Construction, as provided in the General Terms and Conditions or elsewhere in the Private Entity shall have sixty Contract for Construction. The Owner's exercise of the right 5.3 When the Owner reasonably believes (60i) calendar days in which that Substantial Completion will be inexcusably delayed; or (ii) that the Construction Manager will fail to achieve Final Completion by the date of Final Completion, the Owner shall be entitled, but not required, to withhold from any amounts otherwise due the Construction Manager the daily amount specified for liquidated damages in this Article for each calendar day of the Workunexcused delay. If Final Completion of and when the Work is not achieved by Construction Manager overcomes the 60th day after delay in timely achieving Substantial Completion has been achievedor Final Completion, and if no extension of such time period has been granted by or any part thereof, for which the Owner as required by this Agreementhas withheld payment, then Private Entity shall owe the Owner shall promptly release to the additional amount of step 2 liquidated damages as set forth in “b” below. b. The Private Entity agrees it shall owe to and pay to Owner Construction Manager those funds withheld, but no longer applicable, as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private Entitydamages.

Liquidated Damages for Delay. a. Owner (a) Any Liquidated Damages payable by the Contractor under this Clause 19.7 in respect of each Separable Portion are limited to the amount stated in Item 36 of Annexure Part A (“Liquidated Damages Limitation”). (b) If the Contractor fails to reach Practical Completion by the Date for Practical Completion, the Contractor will be liable to pay Tetra Tech Liquidated Damages at the rate of Liquidated Damages stated in Item 35 of Annexure Part A for every day after the Date for Practical Completion up to and Private Entity recognize including the Date of Practical Completion or the date that time this Contract is terminated, whichever occurs first. (c) The payment of Liquidated Damages does not relieve the Contractor of its obligations to perform the Works or any of its other obligations under this Contract. (d) Liquidated Damages become due immediately upon the issue of a notice by Tetra Tech setting out the amount of Liquidated Damages payable by the Contractor to Tetra Tech. (e) Tetra Tech may recover the amount of Liquidated Damages: (i) on demand from the Contractor; (ii) by deducting the amount from any amount payable by Tetra Tech under Clause 26.6; or (iii) without limiting the unconditional nature of the essence Security, by deducting the amount from or calling on that Security, even though Practical Completion has not occurred. (f) If, after the Contractor has paid or Tetra Tech has deducted Liquidated Damages, the Date for Practical Completion is extended, Tetra Tech must as soon as practicable repay to the Contractor any Liquidated Damages paid or deducted in the completion respect of the Work period prior to and including the new Date for Practical Completion. (g) The Contractor acknowledges and agrees that Owner may suffer loss or damages if Liquidated Damages payable under Clause 19.7 are a genuine pre-estimate of the Work is not completed within the period of time stipulated, plus any extensions thereof allowed in accordance with the Agreement. The parties also recognize the delays, expense, and difficulties involved in proving the actual loss or damages Loss that will be suffered by Owner if the Work is not completed on time. Accordingly, if such Work is not fully and satisfactorily completed within the period of time set forth in this Agreement, the Private Entity agrees it shall owe to and pay to Owner as liquidated damages Tetra Tech for loss of Owner's use or occupancy failure of the Work, but not as a penalty, the sum of Two Thousand Dollars ($2,000) as step one liquidated damages for each and every consecutive calendar day of unexcused delay after the date established for Substantial Completion. Once the Work is Substantially Complete, the accrual of step one liquidated damages shall stop and the Private Entity shall have sixty (60) calendar days in which Contractor to achieve Final reach Practical Completion of the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” belowDate for Practical Completion. b. The Private Entity agrees it shall owe to and pay to Owner as liquidated damages (h) If the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days Liquidated Damages provided for in this Agreement Clause 19.7 are void or unenforceable for any reason: (i) this shall not prejudice Tetra Tech’s right to complete recover damages and Tetra Tech expressly reserves such right to recover damages; and (ii) the Work. Private Entity further Liquidated Damages Limitation and the exclusion of liability for Consequential Loss under Clause 35.2 in favour of the Contractor will not apply to any amount of damages recoverable by Tetra Tech. (i) The Contractor agrees that this Clause 19.7, or any liquidated omission by the parties to specify a rate of Liquidated Damages as contemplated by Clause 19.7(a), does not limit or exclude Tetra Tech’s right at law to claim or recover damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity in respect of any liquidated damages on failure by the grounds such liquidated damages could be void as penalties or are not reasonably related Contractor to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under perform its obligations in accordance with this Agreement shall not exceed $100,000. All such liquidated damages are in addition to any other damages other than for delay that the Owner may be entitled to recover from Private EntityContract.

Liquidated Damages for Delay. a. Owner 13.1 PARTNER shall be deemed to have failed to perform an obligation under this Agreement for reasons for which it can be held responsible, if after the performance has become due and Private Entity recognize that PARTNER has been given due notification of non-performance with a reasonable time is allowance not exceeding thirty (30) days to rectify or correct the failure to perform condition, it has not fulfilled the obligation or has not fulfilled it in time or in accordance with what has been agreed upon. Without limitation, among other examples of delays by PARTNER are the essence following: 13.1.1 the Deliverables stated in the completion of respective Purchase Order or specific agreement has not met the Work and that Owner may suffer loss acceptance criteria at the agreed date on a per Location/Site basis; 13.1.2 the contracted equipment or damages if the Work software to be delivered is not completed within available at the period of time stipulated, plus any extensions thereof allowed and place committed by PARTNER in accordance with the Agreement. The parties also recognize terms and schedules of the delaysrespective Purchase Order, expense, and difficulties involved in proving including without limitation where the actual delay results from damage or loss or damages suffered by Owner of goods during shipment; 13.2 PARTNER shall not be responsible to TELKOM for non-performance if the Work non-performance is a result of (i) late or non-performance of TELKOM or (ii) delays in acquiring land, provided PARTNER has been diligent and used its best endeavours during the land acquisition process, it being agreed that the cost of the land acquisition process itself for which PARTNER is responsible shall not completed on timebe a reason for PARTNER seeking to excuse its delayed performance. AccordinglyIn such event, if such Work is not fully and satisfactorily completed within the period PARTNER shall be entitled to an appropriate extension of time set forth in this Agreement, for the Private Entity agrees it performance of its obligations. PARTNER shall owe take all reasonable steps to and pay to Owner as liquidated damages for loss of Owner's use or occupancy minimize the impact of the Workdelay and shall promptly notify TELKOM in writing, but not as a penaltywith supporting details, of the sum extension of Two Thousand Dollars ($2,000) as step one time required. PARTNER's entitlement to extension of time shall be limited to the time which would have been due if it had given prompt notice and had taken all reasonable steps. 13.3 The liquidated damages for each and every consecutive calendar day of unexcused delay after shall be calculated on the date established for Substantial Completionbasis of a percentage of the Contract Value specified in the respective Purchase Order related to the delayed Location in the amount of 6% per annum, up to a maximum of 5% of the said Contract Value in the applicable Purchase Order. Once For the Work avoidance of doubt if non- performance is Substantially Completenot remedied within the remedial period permitted under Article 13.1, or as otherwise agreed by the accrual of step one Parties, then liquidated damages shall stop and be payable starting from the Private Entity shall have sixty (60) calendar days in which to achieve Final Completion of first day following the Work. If Final Completion of the Work is not achieved by the 60th day after Substantial Completion has been achieved, and if no extension of such time period has been granted by the Owner as required by this Agreement, then Private Entity shall owe the Owner the additional amount of step 2 liquidated damages as set forth in “b” belowremedial period. b. The Private Entity agrees it 13.4 Liquidated damages assessed for delays in performance pursuant to Article 13 shall owe to and pay to Owner as liquidated damages the sum of One Thousand Dollars ($1,000) as step two liquidated damages for each consecutive calendar day during which full and satisfactory completion of the Work is delayed or exceeds the number of days provided for in this Agreement to complete the Work. Private Entity further agrees that any liquidated damages Owner assesses against Private Entity may also be withheld by Owner from any retainage or other sums Owner may otherwise owe to Private Entity. Private Entity hereby waives any defense as to the validity of any liquidated damages on the grounds such liquidated damages could be void as penalties or are not reasonably related to actual damages except as to whether Private Entity is not responsible for delays. In any event, the amount of liquidated damages which may be assessed under this Agreement shall not exceed $100,000. All such liquidated damages are in addition without prejudice to any other damages other than non-financial claims TELKOM may have in respect of delays for delay that which PARTNER is responsible. These include without limitation, TELKOM's right: (i) to terminate this Agreement; and (ii) following discussions with PARTNER and acting reasonably with respect to the Owner selection of a third party, to appoint the third party to continue this Agreement with respect to such works as may be entitled able to recover from Private Entitybe completed by third parties on condition that any excess amounts reasonably incurred for continuing such works as required shall be borne by PARTNER.