Common use of Notwithstanding Section 5 Clause in Contracts

Notwithstanding Section 5. 1.3.1 above, (i) if Department determines that the NTP will not be issued on or before the date that is one hundred eighty (180) days following the NTP Delay Date (such date, the “Extended NTP Delay Date”), provided that Department may not make such determination more than ninety (90) days in advance of the Extended NTP Delay Date, or (ii) if the NTP is not issued by Department on or before the Extended NTP Delay Date, the Contract Price, the Substantial Completion Deadline, and the Final Completion Deadline shall be subject to good faith renegotiation, in accordance with the following protocol: (a) Department shall direct Design-Builder in writing to provide a proposal with respect to its contemplated adjustments to the Contract Price and Contract Times, with Department identifying those assumptions upon which the proposal is to be based; (b) Design-Builder shall promptly furnish its proposal after receipt of Department’s directive; and (c) if the parties do not reach agreement on a revised Contract Price, Substantial Completion Deadline and Final Completion Deadline within thirty (30) days of the date Department receives Design-Builder’s proposal (or such longer period as the parties may mutually agree to in writing), either party may deliver notice to the other party that it wishes to terminate this Agreement (an “Extended NTP Delay Termination Notice”). An Extended NTP Delay Termination Notice must (i) provide a proposed date for termination and (ii) be delivered to the other party at least fourteen (14) days before such proposed date of termination.

Notwithstanding Section 5. 1.3.1 above, (i) if Department determines that the NTP will not be issued on or before the date that is one hundred eighty six (1806) days months following the NTP Delay Date (such date, the “Extended NTP Delay Date”), provided that Department may not make such determination more than ninety (90) days in advance of the Extended NTP Delay Date, or (ii) if the NTP is not issued by Department on or before the Extended NTP Delay Date, the Contract Price, the Substantial Completion Deadline, and the Final Completion Deadline shall be subject to good faith renegotiation, in accordance with the following protocol: (a) Department shall direct Design-Builder in writing to provide a proposal with respect to its contemplated adjustments to the Contract Price and Contract Times, with Department identifying those assumptions upon which the proposal is to be based; (b) Design-Builder shall promptly furnish its proposal after receipt of Department’s directive; and (c) if the parties do not reach agreement on a revised Contract Price, Substantial Completion Deadline and Final Completion Deadline within thirty (30) days of the date Department receives Design-Builder’s proposal (or such longer period as the parties may mutually agree to in writing), either party may deliver notice to the other party that it wishes to terminate this Agreement (an “Extended NTP Delay Termination Notice”). An Extended NTP Delay Termination Notice must (i) provide a proposed date for termination and (ii) be delivered to the other party at least fourteen (14) days before such proposed date of termination.