Common use of Owner’s Right to Withhold Payment Clause in Contracts

Owner’s Right to Withhold Payment. 6.8.1 Notwithstanding anything to the contrary contained herein, upon the occurrence and continuance of any of the following events, Owner, upon Notice to Contractor, may withhold or retain such portion (including all) of any payment due to Contractor under this Agreement as reasonably necessary to ensure the performance of the Work or to protect fully Owner’s rights hereunder: (a) Contractor is in default under Section 31.1 or has otherwise failed to perform any of its material obligations hereunder, but excluding (i) defaults for which the payment of liquidated damages is the sole and exclusive remedy as provided in Article 22, and (ii) costs attributable to any such default that are otherwise Direct Costs as provided in Exhibit B-1; (b) there exists any outstanding and unpaid payment obligation owing by Contractor; (c) provided that Contractor is then obligated to indemnify Owner for liens, (i) Contractor is not able to indemnify Owner to Owner’s satisfaction against any such lien that shall be registered against the Job Site, Facility (or any portion thereof), any Materials, any land or improvements pertinent thereto and such lien shall remain undischarged or (ii) Contractor, Owner or the Lenders shall have received any claims for liens arising in connection with this Agreement which have not been withdrawn, all arising as a result of any acts or omission of Contractor or any Subcontractors or Agent For Contractors; (d) Owner is required in accordance with applicable Laws to withhold Taxes payable by Contractor in respect of the Work; (e) there is an assessment of any fines or penalties against Owner as a result of Contractor’s failure to comply with applicable Law, Permits or Applicable Codes and Standards; (f) Contractor has failed to make payments to Subcontractors as required under their respective Subcontracts, excluding the right of Contractor to withhold payments to Subcontractors as provided under the terms of the applicable Subcontract; or (g) Owner has incurred any other Non-Reimbursable Costs or liabilities for which Contractor is responsible hereunder. 6.8.2 Owner’s right to withhold amounts pursuant to this Section 6.8 shall not be deemed to in any way reduce Owner’s rights to withhold amounts due to Contractor under any other Section hereof. If Owner withholds amounts pursuant to this Section 6.8, Owner shall promptly inform Contractor of the reason therefor and once Contractor has corrected the reasons for the withholding, Owner shall pay the said withheld amount with the next Request for Payment submitted by Contractor. Notwithstanding anything to the contrary contained herein, Contractor shall not have any rights of termination or suspension as a result of Owner’s exercise of its rights under this Section 6.8.

Owner’s Right to Withhold Payment. 6.8.1 Notwithstanding anything to the contrary contained herein, upon the occurrence and continuance of any of the following events, Owner, upon Notice to Contractor, may withhold or retain such portion (including all) of any payment due to Contractor under this Agreement as reasonably necessary to ensure the performance of the Work or to protect fully Owner’s rights hereunder: (a) Contractor is in default under Section 31.1 or has otherwise failed to perform any of its material obligations hereunder31.1, but excluding (i) defaults for which the payment of liquidated damages is the sole and exclusive remedy as provided in Article 22, and (ii) costs attributable to any such default that are otherwise Direct Costs as provided in Exhibit B-1; (b) there exists any outstanding and unpaid payment obligation owing by ContractorContractor to Owner; (c) provided that Contractor is then obligated to indemnify Owner for liensIndemnified Liens, (i) Contractor is not able to indemnify Owner to Owner’s satisfaction against any such lien that shall be registered against the Job Site, Facility (or any portion thereof), any Materials, any land or improvements pertinent thereto and such lien Indemnified Lien shall remain undischarged or (ii) Contractor, Owner or the Lenders shall have received any claims for liens Indemnified Liens arising in connection with this Agreement which have not been withdrawn, all arising as a result of any acts or omission of Contractor or any Subcontractors or Agent For ContractorsSubcontractors; (d) Owner is required in accordance with applicable Laws to withhold Taxes payable by Contractor in respect of the Work; (e) there is an assessment of any fines or penalties against Owner as a result of Contractor’s failure to comply with applicable Law, Permits or Applicable Codes and Standards; (f) Contractor has failed to make payments to Subcontractors as required under their respective Subcontracts, excluding the right of Contractor to withhold payments to Subcontractors as provided under the terms of the applicable Subcontract; or (g) Owner has incurred any other Non-Reimbursable Costs or liabilities for which Contractor is responsible hereunder. 6.8.2 Owner’s right to withhold amounts pursuant to this Section 6.8 shall not be deemed to in any way reduce Owner’s rights to withhold amounts due to Contractor under any other Section hereof. If Owner withholds amounts pursuant to this Section 6.8, Owner shall promptly inform Contractor of the reason therefor and once Contractor has corrected the reasons for the withholding, Owner shall pay the said withheld amount with the next Request for Payment submitted by Contractor. Notwithstanding anything to the contrary contained herein, Contractor shall not have any rights of termination or suspension as a result of Owner’s exercise of its rights under this Section 6.8.

Owner’s Right to Withhold Payment. 6.8.1 Notwithstanding anything to the contrary contained herein, upon the occurrence and continuance of any of the following events, Owner, upon Notice to Contractor, may withhold or retain such portion (including all) of any payment due to Contractor under this Agreement as reasonably necessary to ensure the performance of the Work or to protect fully Owner’s rights hereunder: (a) Contractor is in default under Section 31.1 or has otherwise failed to perform any of its material obligations hereunder, but excluding (i) defaults for which the payment of liquidated damages is the sole and exclusive remedy as provided in Article 22, and (ii) costs attributable to any such default that are otherwise Direct Costs as provided in Exhibit B-1; (b) there exists any outstanding and unpaid payment obligation owing by Contractor; (c) provided that Contractor is then obligated to indemnify Owner for liens, (i) Contractor is not able to indemnify Owner to Owner’s satisfaction against any such lien that shall be registered against the Job Site, Facility (or any portion thereof), any Materials, any land or improvements pertinent thereto and such lien shall remain undischarged or (ii) Contractor, Owner or the Lenders shall have received any claims for liens arising in connection with this Agreement which have not been withdrawn, all arising as a result of any acts or omission of Contractor or any Subcontractors or Agent For Contractors; (d) Owner is required in accordance with applicable Laws to withhold Taxes payable by Contractor in respect of the Work; (e) there is an assessment of any fines or penalties against Owner as a result of Contractor’s failure to comply with applicable Law, Permits or Applicable Codes and Standards; (f) Contractor has failed to make payments to Subcontractors as required under their respective Subcontracts, excluding the right of Contractor to withhold payments to Subcontractors as provided under the terms of the applicable Subcontract; or (g) Owner has incurred any other Non-Reimbursable Costs or liabilities for which Contractor is responsible hereunder. 6.8.2 Owner’s right to withhold amounts pursuant to this Section 6.8 shall not be deemed to in any way reduce Owner’s rights to withhold amounts due to Contractor under any other Section hereof. If Owner withholds amounts pursuant to this Section 6.8, Owner shall promptly inform Contractor of the reason therefor and once Contractor has corrected the reasons for the withholding, Owner shall pay the said withheld amount with the next Request for Payment submitted by Contractor. Notwithstanding anything to the contrary contained herein, Contractor shall not have any rights of termination or suspension as a result of Owner’s exercise of its rights under this Section 6.8.