Common use of Subcontractor Cooperation Clause in Contracts

Subcontractor Cooperation. In the event it is not possible to join a Related Prime Contract Dispute to the dispute resolution procedures between Owner and Contractor as provided in Paragraph 15(c) above, Subcontractor agrees to enter into a liquidating agreement with Contractor and to cooperate fully with Contractor and to furnish all documents, statements, witnesses and other information required by Contractor for prosecution or defense of Subcontractor’s Claim by Contractor. Subcontractor shall pay or reimburse Contractor for all expenses and costs, including reasonable attorneys’and consultants’ fees and costs, incurred in connection therewith to the extent of Subcontractor’s interest in such Claim or dispute. Subject to compliance with all applicable laws, codes and regulations, including but not limited to those relating to false claims, dispute and claim certifications, and cost and pricing data requirements, Contractor’s sole obligation with respect to Subcontractor’s Claims is to act as a conduit in presenting any timely-filed Claims by Subcontractor to Owner under the dispute resolution procedures of the Prime Contract and, subject to the other provisions of this Agreement, to pay to Subcontractor the proportionate part of any sums actually paid by the Owner to which Subcontractor is entitled. Subcontractor further agrees to stay any action filed by the Subcontractor against Contractor as long as the Subcontractor’s position is being diligently pursued by the Contractor pursuant to the liquidating agreement contemplated above in this Paragraph 15(d), and until all Contractor has fully exhausted all remedies pursuant to that liquidating agreement, including obtaining a judgment, arbitration award or appellate decision.