Common use of Permissible Withholdings Clause in Contracts

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner may disapprove, withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and to the extent permitted by Applicable Law, amounts associated with the following: (1) any liquidated damages which are due and owing to the Owner hereunder; (2) any indemnification amounts which are due and owing to the Owner hereunder and with respect to which a claim has been filed against the Owner by a third party in accordance with Applicable Law; (3) any deductions or withholdings which are required by Applicable Law; (4) any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (5) any payments with respect to which the Design-Build Work covered by such Requisition (or any previous Requisition) does not comply with this Design-Build Agreement; (6) any payments with respect to which any person has asserted a Lien or stop notice resulting from the acts or omissions of the Design-Builder in performing the Design-Build Work and such stop notice or Lien remains unreleased or unbonded; (7) all requisitioned payments, if an Event of Default of the Design-Builder has occurred under Section 8.2 (Events of Default by the Design-Builder); and (8) in the event the Design-Builder fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder authorizes the Owner to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental Body.

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (RetainageSection 34.3.(F), the Owner City may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) Payment Request for Stage 2 Design-Build Work in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) any Any liquidated damages or reimbursement payments which are due and owing to the Owner City hereunder; (2) any Any indemnification amounts which are due and owing to the Owner City hereunder and with respect to which a claim has been filed against a the Owner City Indemnitee by a third party in accordance with Applicable Law; (3) any Any amount determined pursuant to Section 38.1.(E) and Appendix 10; (4) Any other deductions or withholdings which are required by Applicable Law; (45) any Any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (56) any Any payments with respect to which the extent that the Stage 2 Design-Build Work covered by such Requisition Payment Request (or any previous RequisitionPayment Request) does not comply with this Design-Build AgreementContract; (67) Damage to the work of a Separate Contractor to the extent caused by the Design-Builder or any Subcontractor; (8) Any payments with respect to which any person has asserted filed a Lien or stop notice resulting from the acts or omissions of the Design-Builder in performing the Design-Build Work and such stop notice or Lien remains unreleased or unbonded; (79) all All requisitioned payments, payments if an Event of Default of the Design-Builder has occurred under Section 8.2 (Events of Default by the Design-Builder)37.2.; and (8) in 10) In the event the Design-Builder fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder authorizes the Owner City to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental Body. In addition, the City may withhold payment for persistent and uncured Design-Builder noncompliance with the administrative provisions of this Design-Build Contract. In the event of any permissible withholding under this Section, the City shall notify the Design-Builder in writing at least seven days prior to the date payment is otherwise due. The notice shall indicate the specific amounts the City intends to withhold, the reasons and contractual basis for the withholding, and the specific measures the Design-Builder must take to rectify the City’s concerns. Any dispute associated with any such withholding shall be handled in accordance with Section 34.3.(E).

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The Village may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) Progress Payment Request in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1i) any amounts which are permitted under this Section to be withheld from any payment requested in any Progress Payment Request; (ii) any amounts which the Company is required to reimburse the Village pursuant to this Agreement; (iii) any delay liquidated damages which are due and owing payable to the Owner hereunderVillage pursuant to this Agreement; (2iv) any indemnification or other amounts which are due and owing to the Owner hereunder and with respect Village pursuant to which a claim has been filed against the Owner by a third party in accordance with Applicable Lawthis Agreement; (3v) any other deductions or withholdings which are required by Applicable Law; (4vi) any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (5vii) any amount equal to the cost to the Village of performing any work in the event of a failure by the Company to timely perform its obligations pursuant to this Agreement; (viii) any payments with respect to which the Design-/Build Work covered by such Requisition Progress Payment Request (or any previous RequisitionProgress Payment Request) does not comply with this Design-Build Agreement; (6ix) any payments with respect to which any person has asserted a Lien or stop notice lien resulting from the acts or omissions of the Design-Builder Company in performing the Design-/Build Work and such stop notice or Lien lien remains unreleased or unbonded; (7x) all requisitioned payments, if an Event of Default of the Design-Builder Company has occurred under Section 8.2 (Events Article XIV of Default by the Design-Builder)this Agreement; and (8) xi) in the event the Design-Builder Company fails to pay any Taxestaxes, assessments, penalties or fees imposed by any Governmental BodyAuthority, then the Design-Builder Company authorizes the Owner Village to deduct and withhold or pay over to the appropriate Governmental Body Authority those unpaid amounts upon demand by the Governmental Body.Authority; and

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The Lessor may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) any amounts which are permitted under this Section to be withheld from any payment requested in any Requisition; (2) any delay liquidated damages which are payable under Section 11.9; (3) any indemn ification or other am ounts which are due and owing to the Owner hereunderLessor under any provision of this Lease Agreement; (2) any indemnification amounts which are due and owing to the Owner hereunder and with respect to which a claim has been filed against the Owner by a third party in accordance with Applicable Law; (34) any deductions or withholdings which are required by Applicable Law; (45) any payments with paym ents w ith respect to which documents the docum ents required to be delivered in connection therewith therew ith are not correct and completecom plete; (56) an am ount equal to the cost to the Lessor of perform ing any work in the event of a failure by any Subcontractor to timely perform its obligations under the warranties given pursuant to subsection 10. 1(I); (7) any payments with respect to which the ICI Design-/Build Work covered by such Requisition (or any previous Requisition) does not comply with this Design-Build Lease Agreement; (6) 8) any payments with respect to which any person has asserted filed a Lien or stop notice Encumbrance resulting from the acts or omissions of the Design-Builder Lessee in performing the ICI Design-/Build Work and Work, where such stop notice Lien or Lien remains unreleased Encum brance rem ains unreleased, unbonded or unbonded;undischarged; and (79) all requisitioned payments, if an Event of Default of the Design-Builder Lessee has occurred and remains outstanding under Section 8.2 (Events of Default by the Design-Builder); and (8) in the event the Design-Builder fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder authorizes the Owner to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental Body14.2.

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The KRRC may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) Payment Request for Habitat Restoration Work in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) any liquidated damages which are due and owing to the Owner hereunder; (2) any Any indemnification amounts which are due and owing to the Owner KRRC hereunder and with respect to which a claim has been filed against the Owner a Contractor Indemnitee by a third party in accordance with Applicable Law; (2) Any amount determined pursuant to subsection 15.1(E) (Maintenance of Insurance Coverage) and Appendix 11 (Insurance Requirements); (3) any Any other deductions or withholdings which are required by Applicable Law; (4) any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (5) any Any payments with respect to which the Design-Build Habitat Restoration Work covered by such Requisition Payment Request (or any previous RequisitionPayment Request) does not materially comply with this Design-Build Agreement; (5) Damage to the work of a Separate Contractor to the extent caused by the Contractor or any Subcontractor; (6) any Any payments with respect to which any person has asserted filed a Lien or stop notice resulting from the acts or omissions of the Design-Builder Contractor in performing failing to perform the Design-Build Habitat Restoration Work and such stop notice or Lien remains unreleased or unbonded; (7) all requisitioned paymentsAny Payment Request, if an Event of Default of by the Design-Builder Contractor has occurred under Section 8.2 14.2 (Events of Default by the Design-BuilderContractor); and (8) in In the event the Design-Builder Contractor fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder Contractor authorizes the Owner KRRC to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental BodyBody if the failure to pay such amounts would reasonably be expected to result in a lien on the KRRC Property. In the event of any permissible withholding under this Section, the KRRC shall notify the Contractor in writing at least seven days prior to the date payment is otherwise due. The notice shall indicate the specific amounts the KRRC intends to withhold, the reasons and contractual basis for the withholding, and the specific measures the Contractor must take to rectify the KRRC’s concerns. Any dispute associated with any such withholding shall be handled in accordance with subsection 7.2(C) (Payment Dispute Procedures).

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The Sewer District may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) in an amount sufficient equal to pay the expenses the Owner reasonably expects sum of: (A) any amounts which are permitted under this Section to incur be withheld from any payment requested in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(CRequisition; (B) (Disbursement Dispute Procedure). Without limiting the foregoing, any amounts which the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and Build Contractor is required to reimburse to the extent permitted by Applicable Law, amounts associated with the following:Sewer District hereunder; (1C) any liquidated damages which are due and owing to the Owner payable hereunder; (2D) any indemnification or other amounts which are due and owing to the Owner hereunder and with respect to which a claim has been filed against the Owner by a third party in accordance with Applicable LawSewer District under any provision of this Design-Build Agreement; (3E) any deductions or withholdings which are required by Applicable Law; (4F) any payments with respect to which the documents required to be delivered in connection therewith are not correct and complete; (5G) an amount equal to the cost to the Sewer District of performing any work in the event of a failure by the Design-Build Contractor or any Subcontractor to timely perform its obligations; (H) any payments with respect to which the Design-Build Work covered by such Requisition (or any previous Requisition) does not comply with this Design-Build Agreement; (6I) any payments with respect to which any person has asserted filed a Lien or stop notice Encumbrance resulting from the acts or omissions of the Design-Builder Build Contractor in performing the Design-Design- Build Work and Work, where such stop notice Lien or Lien Encumbrance remains unreleased unreleased, unbonded or unbondedundischarged; (7J) all requisitioned payments, if an Event of Default of the Design-Builder Build Contractor has occurred under Section 8.2 9.2 hereof; and (Events K) if the Design-Build Contractor owes, or following the execution of Default this Design- Build Agreement, comes to owe property taxes to the County, the Sewer District shall hold all payments due under this Design-Build Agreement, as they come due, in a non-interest bearing escrow account until all property taxes owed by the Design-Builder); and (8) Build Contractor to the County, including all penalties and accrued penalties and interest, are paid in full. Upon determining to hold payments in escrow, the event County shall provide notice to the Design-Builder fails Build Contractor. The County shall, upon request, but no more often than once per calendar month, give an accounting of the escrow to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder authorizes Build Contractor. Upon the Owner to deduct and withhold or pay over Design-Build Contractor’s payment in full of all property taxes due to the appropriate Governmental Body those unpaid County, including all accrued penalties and interest, all escrowed funds will be paid to the Design-Build Contractor as soon as practicable. The escrowed funds may be applied towards any payment that fully satisfies all outstanding property tax debts, including all accrued penalties and interest. If the County holds an auction to satisfy the property tax debt and, upon the closing of the sale after auction there remains a deficiency, the County shall apply the escrow to the deficiency, but no more than necessary to make the County whole and any remaining amounts upon demand by of the Governmental Bodyescrow shall be paid to the Design-Build Contractor as soon as practicable. The County shall not apply the escrowed funds for any other purpose. This remedy shall not be deemed a waiver of any other remedy available to the Sewer District or the County or bar any other means of collecting the property tax debt due to the County.

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The Borough may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) any liquidated damages amounts which are due and owing perm itted under this Section to the Owner hereunderbe w ithheld from any payment requested in any Requisition; (2) any delay liquidated damages which are payable under Section 10.9; (3) any indemnification or other amounts which are due and owing to the Owner hereunder and with respect to which a claim has been filed against the Owner by a third party in accordance with Applicable LawBorough under any provision of this Service C ontract; (34) any deductions or withholdings which are required by Applicable Law; (45) any paym ents w ith respect to w hich the docum ents required to be delivered in connection therew ith are not correct and com plete; (6) an amount equal to the cost to the Borough of performing any work in the event of a failure by any Subcontractor to timely perform its obligations under the warranties given pursuant to subsection 9.1(I); (7) any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (5) any payments with respect to which the Design-th e ICI Design/ Build Work covered by such Requisition (or any previous Requisition) does not comply with this Design-Build AgreementService Con tract; (6) 8) any payments with respect to which any an y person has asserted filed a Lien or stop notice Encumbrance resulting from the acts or omissions of the Design-Builder Company in performing the ICI Design-/Build Work and Work, where such stop notice Lien or Lien Encumbrance remains unreleased unreleased, unbon ded or unbonded;undischarged; and (79) all requisitioned payments, if an Event of Default of the Design-Builder Company has occurred and remains outstanding under Section 8.2 (Events of Default by the Design-Builder); and (8) in the event the Design-Builder fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder authorizes the Owner to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental Body13.2.

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D) (Retainage), the Owner The KRRC may disapprove, withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) Billing Statement for Habitat Maintenance Services in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) any liquidated damages which are Any Deductions owed by the Contractor due and owing to the Owner hereundernon-performance specifically provided for under Section 8.7 (Deductions); (2) any Any indemnification amounts which are due and owing to the Owner KRRC hereunder and with respect to which a claim has been filed against the Owner a Contractor Indemnitee by a third party in accordance with Applicable Law; (3) any deductions or withholdings which are required by Applicable LawAny amount determined pursuant to subsection 15.1(E) (Maintenance of Insurance Coverage); (4) any Any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (5) any Any payments with respect to which the Design-Build Work extent that the Habitat Maintenance Services covered by such Requisition Billing Statement (or any previous RequisitionBilling Statement) does not comply with this Design-Build Agreement; (6) any Any payments with respect to which any person has asserted filed a Lien or stop notice resulting from the acts or omissions of the Design-Builder Contractor in performing the Design-Build Work Habitat Maintenance Services and such stop notice or Lien remains unreleased or unbonded; (7) all requisitioned All payments, if an Event of Default of the Design-Builder Contractor has occurred under Section 8.2 14.2 (Events of Default by the Design-BuilderContractor); and (8) in In the event the Design-Builder Contractor fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental Body, then the Design-Builder Contractor authorizes the Owner KRRC to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental BodyBody if the failure to pay such amounts would reasonably be expected to result in a lien on the KRRC Property. In the event of any permissible withholding under this Section, the KRRC shall notify the Contractor in writing at least seven days prior to the date payment is otherwise due. The notice shall indicate the specific amounts the KRRC intends to withhold, the reasons and contractual basis for the withholding and the specific measures the Contractor must take to rectify the KRRC’s concerns.

Permissible Withholdings. In addition to the amounts required to be retained pursuant to subsection 5.2(D10.3(D) (RetainageRetention), the Owner The BWS may disapprove, disapprove and withhold and retain all or any portion of any payment requested in any Requisition (including the final Requisition) in an amount sufficient to pay the expenses the Owner reasonably expects to incur in correcting any deficiency set forth in the Owner’s Representative’s written finding pursuant to subsection 5.2(C) (Disbursement Dispute Procedure). Without limiting the foregoing, the Design-Builder agrees that the Owner may disapprove, withhold and retain, as applicable and equal to the extent permitted by Applicable Law, amounts associated with the followingsum of: (1) Any amounts which are due the BWS hereunder, including any liquidated damages which are due payable by the DBOM Contractor under Sections 5.1 (Management) and owing to the Owner hereunder; 9.4 (2The Scheduled Acceptance Date and Delay Liquidated Damages) and any indemnification amounts which are due and owing to the Owner hereunder and with respect to which a claim has been filed against the Owner by a third party in accordance with Applicable LawBWS under Article 20 (Indemnification); (32) any Any other deductions or withholdings which are required by Applicable Law;; Board of Water Supply, City and County of Honolulu Kalaeloa Seawater Desalination Facility Design-Build-Operate-Maintain Project Service Agreement Article 10 - Payment of the Design-Build Price (43) any Any payments with respect to which documents to be delivered in connection therewith are not correct and complete; (54) any Any payments with respect to which the Design-Build Work covered by such Requisition (or any previous Requisition) does not comply with this Design-Build Service Agreement; (65) any Any payments with respect to which any person has asserted a Lien or stop notice resulting from the acts or omissions of the Design-Builder DBOM Contractor in performing the Design-Build Work and such stop notice or Lien remains unreleased or unbonded; (6) The cost of repairing damage to any BWS Property and private property, to the extent the DBOM Contractor is responsible for such costs and fails to promptly repair or replace the damaged property as required by this Service Agreement; and (7) all All requisitioned payments, if an Event of Default of the Design-Builder DBOM Contractor has occurred under Section 8.2 17.2 (Events of Default by the Design-BuilderDBOM Contractor); (8) Any amounts required to satisfy any obligation of the DBOM Contractor to the BWS, the City, the State Department of Taxation or the Internal Revenue Service, including obligations not relating to this Service Agreement as required by law, and the obligation of the DBOM Contractor to the workers, Subcontractors, and suppliers who have performed labor or furnished material and equipment under this Service Agreement as the Contracting Officer deems necessary, but only with the concurrence of or instructions from the DBOM Contractor’s Surety; and (8) 9) Any other amounts which are payable by the DBOM Contractor to the BWS pursuant to the terms of this Service Agreement. In addition, in the event the Design-Builder DBOM Contractor fails to pay any Taxes, assessments, penalties or fees imposed by any Governmental BodyBody (including the City), then the Design-Builder DBOM Contractor authorizes the Owner BWS to deduct and withhold or pay over to the appropriate Governmental Body those unpaid amounts upon demand by the Governmental Body; unless with respect to any Governmental Body other than the City, the DBOM Contractor is contesting any such Taxes assessments, penalties or fees in good faith by appropriate proceedings conducted with due diligence and the BWS has no liability as a result of the failure of the DBOM Contractor to pay any such Taxes assessments, penalties or fees during the period of contest.