Termination and Stop Work. (a) This Agreement shall commence upon execution by the last party hereto and shall continue in effect as stated herein, unless terminated by either party as provided for herein, until the Project is completed and accepted as provided herein. The Clients’ Contract Administrator is hereby authorized to issue notices of termination or suspension on behalf of the Client. This Agreement can be terminated, with or without cause, upon written notice, at the option of the Client. (1) Upon receipt of a notice of termination for the convenience from the Client, Consultant shall (1) immediately discontinue all services and activities (unless the notice directs otherwise), and (2), upon payment for milestones fully performed and accepted, Consultant shall deliver to the Client all work, products, deliverables, documents, data, drawings, specifications, reports, calculations, field notes, tracings, plans, models, computer files, estimates, summaries and other information and materials accumulated or created in performing this Agreement, whether same are complete or incomplete, unless the notice directs otherwise. Upon termination for the convenience by the Client, the Client shall pay Consultant for completed milestones, up to the time of the notice of termination for convenience services, in accordance with the terms, limits and conditions of the Agreement and as further limited by the “not to exceed” amounts set out in this Agreement. (2) Upon notice of termination for cause from the Client, Consultant shall not be entitled to any prior or future milestone payments, including, but not limited to, any services, performances, work, products, deliverables, solutions, costs, or expenses, and Consultant shall release and waive any interest in any retainage. The Client shall hold any outstanding payments for prior completed services or expenses and any retainage as security for payment of any costs, expenses, or damages incurred by the Client by reason of Consultant’s breach or other cause. Provided, however, upon notice of termination for cause, Consultant shall deliver to the Client services, products, solutions and deliverables including, but limited to, all documents, data, drawings, specifications, reports, calculations, field notes, tracings, plans, models, computer files, estimates, summaries and other information and materials accumulated or created in performing this Agreement, whether complete or incomplete, unless the notice directs otherwise. (3) The rights and remedies of the Client provided in this paragraph are in addition to any other rights and remedies provided by law or under the Agreement. Termination herein shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant under this Agreement. (b) Upon notice to Consultant, the Client may issue a stop work order suspending any services, performances, work, products, deliverables, or solutions under this Agreement. The stop work order shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant under this Agreement. In the event the Client issues a stop work order to Consultant, the Client will provide a copy of such stop work order to Consultant. Upon receipt of a stop work order issued by the Client, Consultant shall suspend all work, services and activities except such work, services and activities expressly directed by the Client in the stop work order. This Agreement, and any or all work, services, and activities thereunder, may be suspended up to thirty (30) days by the Client, without cause and without cost to Client, upon notice to Consultant; provided however, Consultant shall be entitled to an extension of all subsequent deadlines for a period equal to the suspension periods for those suspended work, services, and activities only. The Clients’ Contract Administrator is hereby authorized to issue stop work orders on behalf of the Client.
Appears in 2 contracts
Samples: Request for Proposal, Request for Proposal
Termination and Stop Work. (a) This Agreement shall commence upon execution by the last party hereto and shall continue in effect as stated herein, unless terminated by either party as provided for herein, until the Project is completed and accepted as provided herein. The Clients’ City’s Contract Administrator is hereby authorized to issue notices of termination or suspension on behalf of the ClientThe City. This Agreement can be terminated, with or without cause, upon written notice, at the option of the Client.The City. C130011
(1) Upon receipt of a notice of termination for the convenience from the ClientThe City, Consultant shall (1) immediately discontinue all services and activities (unless the notice directs otherwise), and (2), upon payment for milestones fully performed and accepted, Consultant shall deliver to the Client The City all work, products, deliverables, documents, data, drawings, specifications, reports, calculations, field notes, tracings, plans, models, computer files, estimates, summaries and other information and materials accumulated or created in performing this Agreement, whether same are complete or incomplete, unless the notice directs otherwise. Upon termination for the convenience by the ClientThe City, the Client The City shall pay Consultant for completed milestones, up to the time of the notice of termination for convenience convenience, including costs incurred for services which have not completed and cannot be refunded, such as materials purchased, but not yet delivered, equipment rentals, and subcontracted services, in accordance with the terms, limits and conditions of the Agreement and as further limited by the any “not to exceed” amounts set out in this Agreement.
(2) The City or OCPPA shall be allowed to terminate this agreement for Cause. Cause will be limited to situations where the City or OCPPA has provided written notice to the Consultant that it has failed, or reasonably appears to be unable, to meet agreed upon milestones and has failed to remedy or correct such situation within thirty (30) calendar days of such written notice. The parties further agree that Cause will not include failure to perform because: 1) access to the Arena (during the hours between 12 midnight and 9 am) is excessively denied or unavailable (excessive shall mean some time period more than a total of 8 working hours); or 2) the City/OCPPA fail to provided required electrical power to the DAS before April 15, 2013,; or 3) there are damages or changes to the Arena; or 4) there is damages to the installed equipment that is not caused by the actions of the Consultant, its subcontractors or agents; or 5) there are unplanned equipment changes required or requested by the City; or 6) a circumstance that is covered by the Force Xxxxxx clause of this Agreement. Upon notice of termination for cause from the ClientThe City or OCPPA, Consultant shall not be entitled to any prior or future milestone payments, including, but not limited to, any services, performances, work, products, deliverables, solutions, costs, or expenses, and Consultant shall release and waive any interest in any retainage. The Client City shall hold any outstanding payments for prior C130011 completed services or expenses and any retainage as security for payment of any costs, expenses, or damages incurred by the Client The City, if any, by reason of Consultant’s breach or other cause. Provided, however, upon notice of termination for cause, Consultant shall deliver to the Client The City services, products, solutions and deliverables including, but limited to, all documents, data, drawings, specifications, reports, calculations, field notes, tracings, plans, models, computer files, estimates, summaries and other information and materials accumulated or created in performing this Agreement, whether complete or incomplete, unless the notice directs otherwise. If the City is unable to document any costs, expenses or damages to the City resulting from the Consultant’s failure to remedy a reason for cause, then in such event, the City will reimburse the Consultant for milestones reached and costs incurred by the Consultant to the date of notice of cause less any costs incurred and documented by the City.
(3) The rights and remedies of the Client The City provided in this paragraph are in addition to any other rights and remedies provided by law or under the Agreement. Termination herein shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant under this Agreement.
(b) Upon notice to Consultant, the Client may issue a stop work order suspending any services, performances, work, products, deliverables, or solutions under this Agreement. The stop work order shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant under this Agreement. In the event the Client issues a stop work order to Consultant, the Client will provide a copy of such stop work order to Consultant. Upon receipt of a stop work order issued by the Client, Consultant shall suspend all work, services and activities except such work, services and activities expressly directed by the Client in the stop work order. This Agreement, and any or all work, services, and activities thereunder, may be suspended up to thirty (30) days by the Client, without cause and without cost to Client, upon notice to Consultant; provided however, Consultant shall be entitled to an extension of all subsequent deadlines for a period equal to the suspension periods for those suspended work, services, and activities only. The Clients’ Contract Administrator is hereby authorized to issue stop work orders on behalf of the Client.
Appears in 1 contract
Samples: Consulting Agreement
Termination and Stop Work. (a) This Agreement shall commence upon execution by the last party hereto and shall continue in effect as stated herein, unless terminated by either party as provided for herein, until the Project is completed and accepted as provided herein. The Clients’ Contract Administrator is hereby authorized to issue notices of termination or suspension on behalf of the Client. This Agreement can be terminated, with or without cause, upon written notice, at the option of the ClientContracting Entity.
(1) Upon receipt of a notice of termination for the convenience from the ClientContracting Entity, Consultant Services Provider shall (1) immediately discontinue all C services and activities (unless the notice directs otherwise), and (2), upon payment 1 for milestones services fully performed and accepted, Consultant Services Provider shall deliver to the Client 2 Contracting Entity all work, products, deliverables, documents, data, drawings, 9 specifications, reports, calculations, field notes, tracings, plans, models, computer 2 files, estimates, summaries and other information and materials accumulated or 8 created in performing this Agreement, whether same are complete or incomplete, unless the notice directs otherwise. Upon termination for the convenience by the ClientContracting Entity, the Client Contracting Entity shall pay Consultant Services Provider for completed milestonesservices, up to the time of the notice of termination for convenience services, in accordance with the terms, limits and conditions of the Agreement and as further limited by the “not to exceed” amounts set out in this Agreement.
(2) Upon notice of termination for cause from the Client, Consultant Services Provider shall not be entitled to any prior or future milestone services payments, including, but not limited to, any services, performances, work, products, deliverables, solutions, costs, or expenses, and Consultant shall release and waive any interest in any retainage. The Client shall hold any outstanding payments for prior completed services or expenses and any retainage as security for payment of any costs, expenses, or damages incurred by the Client by reason of Consultant’s breach or other cause. Provided, however, upon notice of termination for cause, Consultant Services Provider shall deliver to the Client services, products, solutions and deliverables including, but limited to, all documents, data, drawings, specifications, reports, calculations, field notes, tracings, plans, models, computer files, estimates, summaries and other information and materials accumulated or created in performing this Agreement, whether complete or incomplete, unless the notice directs otherwise.
(3) The rights and remedies of the Client Contracting Entity provided in this paragraph are in addition to any other rights and remedies provided by law or under the Agreement. Termination herein shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant Services Provider under this Agreement.
(b) Upon notice to ConsultantServices Provider, the Client Contracting Entity may issue a stop work order suspending any services, performances, work, products, deliverables, or solutions products under this Agreement. The stop work order shall not terminate or suspend any warranty, indemnification, insurance, or confidentiality required for to be provided by Consultant Services Provider under this Agreement. In the event the Client Contracting Entity issues a stop work order to ConsultantServices Provider, the Client Contracting Entity will provide a copy of such stop work order to ConsultantServices Provider. Upon receipt of a stop work order issued by the ClientContracting 1 Entity, Consultant Services Provider shall suspend all work, services and activities except such work, 2 services and activities expressly directed by the Client Contracting Entity in the stop work order. 9 This Agreement, and any or all work, services, and activities thereunder, may be 2 suspended up to thirty (30) days by the Client, without cause and without cost to Client8 Contracting Entity, upon notice to ConsultantServices Provider; provided however, Consultant Services Provider shall be entitled to an extension of all subsequent deadlines for a period equal to the suspension periods for those suspended work, services, and activities only. The Clients’ Contract Administrator is hereby authorized to issue stop work orders on behalf of the Client.
Appears in 1 contract
Samples: Professional Services Agreement
