Common use of Subcontractor Contract Clause in Contracts

Subcontractor Contract. All contracts entered into between the Consultant and a Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms, and conditions required elsewhere in this Agreement to be included in said agreements, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Subcontractor shall obtain insurance policies which shall be kept in full force and effect during any and all work on the Project and for the duration of this Agreement. Each Subcontractor shall obtain, and the Consultant shall require the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated herein. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s receipt of the City’s next payment. 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provision. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination covenants set forth in section 4.6.

Subcontractor Contract. All contracts entered into between the Consultant and a any Subcontractor shall contain the information as described in Sections 4.6, 4.6 and 4.7, and 4.10 as well as any other information, terms, and conditions required elsewhere in this Agreement to be included in said agreements, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Each Subcontractor shall obtain insurance policies which shall be kept in full force and effect during any and all work on the Project and for the duration of this Agreement. Each Subcontractor shall obtain, and the Consultant shall require the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinSection 4.3.1. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- Consultant and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s 's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s receipt of the City’s next payment.of 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant and a Subcontractor shall contain the information as described in Sections sections 4.6, 4.74.7 and, and 4.10 4.10.2 as well as any other information, terms, terms and conditions required elsewhere in this Agreement to be included in said agreements, ) and shall also provide as follows: 4.4.1.1 For each design professional Subcontractor, each Subcontractor shall obtain insurance policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Subcontractor shall obtain, and the Consultant shall require the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated herein.C. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves.this 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; , (b) the specific cause under the terms of the subcontract for withholding payment; , (c) the connection between the cause for withholding payment and the amount withheld; withheld and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s receipt of the City’s next payment. 4.4.1.4 In any dispute between the Consultant and a Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and a Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination covenants set forth in section 4.6.

Subcontractor Contract. All contracts entered into between the Consultant and a any Subcontractor shall contain the information as described in Sections 4.6, 4.6 and 4.7, and 4.10 as well as any other information, terms, and conditions required elsewhere in this Agreement to be included in said agreements, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each The Consultant shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- Consultant and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s 's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves.and 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s 's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant and a Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms, and conditions required elsewhere in this Agreement to be included in said agreements, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Subcontractor shall obtain insurance policies which shall be kept in full force and effect during any and all work on the Project and for the duration of this Agreement. Each Subcontractor shall obtain, and the Consultant shall require the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated herein. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves.negotiate 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s receipt of the City’s next payment. 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provision. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination covenants set forth in section 4.6.

Subcontractor Contract. All contracts entered into between the Consultant Construction Management Professional and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Construction Management Professional shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require Construction Management Professional proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant Construction Management Professional is obligated to pay the Subcontractor, for Consultant- Construction Management Professional and City-approved invoice amounts, out of amounts paid by the City to the ConsultantConstruction Management Professional, not later than fourteen (14) working days from the Consultant’s Construction Management Professional's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant Construction Management Professional and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant Construction Management Professional shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant Construction Management Professional shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s Construction Management Professional's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant Construction Management Professional and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant Construction Management Professional agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant Construction Management Professional and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant Design Professional and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Design Professional shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require Design Professional proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant Design Professional is obligated to pay the Subcontractor, for Consultant- Design Professional and City-approved invoice amounts, out of amounts paid by the City to the ConsultantDesign Professional, not later than fourteen (14) working days from the Consultant’s Design Professional's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant Design Professional and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant Design Professional shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant Design Professional shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s Design Professional's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant Design Professional and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant Design Professional agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provision.Design Professional and 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and (Exhibit D) of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant Design Professional and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Each Subcontractor shall obtain insurance policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Subcontractor shall obtain, and the Consultant Design Professional shall require the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated herein.Section 4.3.1.‌‌ 4.4.1.2 The Consultant Design Professional is obligated to pay the Subcontractor, for Consultant- Design Professional and City-approved invoice amounts, out of amounts paid by the City to the ConsultantDesign Professional, not later than fourteen (14) working days from the Consultant’s Design Professional's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant Design Professional and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant Design Professional shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant Design Professional shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s Design Professional's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant Design Professional and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant Design Professional agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant Design Professional and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Consultant shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- Consultant and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen within ten (1410) working calendar days from the Consultant’s 's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen ten (1410) working calendar days of the Consultant’s 's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant Construction Management Professional and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Construction Management Professional shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require Construction Management Professional proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant Construction Management Professional is obligated to pay the Subcontractor, for Consultant- Construction Management Professional and City-approved invoice amounts, out of amounts paid by the City to the ConsultantConstruction Management Professional, not later than fourteen (14) seven working days from the Consultant’s Construction Management Professional's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant Construction Management Professional and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant Construction Management Professional shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant Construction Management Professional shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s Construction Management Professional's receipt of the City’s 's next payment. 4.4.1.4 In any dispute between the Consultant Construction Management Professional and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant Construction Management Professional agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant Construction Management Professional and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and [Exhibit D] of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.

Subcontractor Contract. All contracts entered into between the Consultant and a any Subcontractor shall contain the information as described in Sections 4.6, 4.7, and 4.10 as well as any other information, terms4.10.2, and conditions required elsewhere in this Agreement to be included in said agreements4.18, and shall also provide as follows: 4.4.1.1 For each Subcontractor, each Consultant shall require the Subcontractor shall to obtain insurance policies, as described in Section 4.3.1, and those policies which shall be kept in full force and effect during any and all work on the this Project and for the duration of this Agreement. Each Furthermore, Subcontractor shall obtainpolicy limits, and required endorsements shall be determined by the Consultant shall require proportionate to the Subcontractor to obtain, all policies described in Exhibit C, attached hereto and incorporated hereinservices performed by the Subcontractor. 4.4.1.2 The Consultant is obligated to pay the Subcontractor, for Consultant- Consultant and City-approved invoice amounts, out of amounts paid by the City to the Consultant, not later than fourteen (14) working days from the Consultant’s 's receipt of payment from the City. Nothing in this paragraph shall be construed to impair the right of the Consultant and any Subcontractor to negotiate fair and reasonable pricing and payment provisions among themselves. 4.4.1.3 In the case of a deficiency in the performance of Subcontractor Services, the Consultant shall notify the City in writing of any withholding of payment to the Subcontractor, specifying: (a) the amount withheld; (b) the specific cause under the terms of the subcontract for withholding payment; (c) the connection between the cause for withholding payment and the amount withheld; and (d) the remedial action the Subcontractor must take in order to receive the amount withheld. Once the Subcontractor corrects the deficiency, the Consultant shall pay the Subcontractor the amount withheld within fourteen (14) working days of the Consultant’s receipt of the City’s next payment.of 4.4.1.4 In any dispute between the Consultant and Subcontractor, the City shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The Consultant agrees to defend and indemnify the City as described in Article VI of this Agreement in any dispute between the Consultant and Subcontractor should the City be made a party to any judicial or administrative proceeding to resolve the dispute in violation of this provisionposition. 4.4.1.5 The Subcontractor is bound to the same requirements as the primary consultant for assurances to the City regarding non-discrimination City's Equal Opportunity Contracting Program covenants set forth in section 4.6Article IV, Section 4.6 and Exhibit D of this Agreement. 4.4.1.6 The City is an intended beneficiary of any work performed by the Subcontractor for purposes of establishing a duty of care between the Subcontractor and the City.