Common use of TERMINATION OR SUSPENSION Clause in Contracts

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 13.1 Termination Prior to Execution of the Guaranteed Maximum Price Amendment § 13.1.1 If the Owner fails to make payments to and the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at Construction Manager do not reach an agreement on the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesGuaranteed Maximum Price, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner. § 13.1.2 In the event of termination of this Agreement pursuant to Section 13.1.1, the Construction Manager shall be compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, in accordance with the terms of this Agreement. In no event shall the Construction Manager’s compensation under this Section exceed the compensation set forth in Section 5.1. § 13.1.3 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days’ written notice to the Construction Manager for the Owner’s convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner, for the reasons set forth in Article 14 of A201–2017. § 9.6 If 13.1.4 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates event of termination of this Agreement pursuant to Section 9.313.1.3, the Owner Construction Manager shall compensate the Architect be equitably compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, Reimbursable Expenses incurred, and costs attributable to termination, including . In no event shall the costs attributable to Construction Manager’s compensation under this Section exceed the Architect’s termination of consultant agreementscompensation set forth in Section 5.1. § 9.7 In addition to any amounts paid under Section 9.6, if 13.1.5 If the Owner terminates this Agreement for its convenience the Contract pursuant to Section 9.5, or 13.1.3 after the Architect terminates this Agreement pursuant commencement of the Construction Phase but prior to Section 9.3the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Architect Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the following fees:Construction Manager under Section 13.1.4: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination;

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, if plus an amount for the Owner terminates Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. 13.1 Termination Prior to Execution of the Guaranteed Maximum Price Amendment § 9.1 13.1.1 If the Owner fails to make payments to and the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at Construction Manager do not reach an agreement on the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesGuaranteed Maximum Price, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner. § 13.1.2 In the event of termination of this Agreement pursuant to Section 13.1.1, the Construction Manager shall be compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, in accordance with the terms of this Agreement. In no event shall the Construction Manager’s compensation under this Section exceed the compensation set forth in Section 5.1. § 13.1.3 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days’ written notice to the Construction Manager for the Owner’s convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner, for the reasons set forth in Article 14 of A201–2017. § 9.6 If 13.1.4 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates event of termination of this Agreement pursuant to Section 9.313.1.3, the Owner Construction Manager shall compensate the Architect be equitably compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, Reimbursable Expenses incurred, and costs attributable to termination, including . In no event shall the costs attributable to Construction Manager’s compensation under this Section exceed the Architect’s termination of consultant agreementscompensation set forth in Section 5.1. § 9.7 In addition to any amounts paid under Section 9.6, if 13.1.5 If the Owner terminates this Agreement for its convenience the Contract pursuant to Section 9.5, or 13.1.3 after the Architect terminates this Agreement pursuant commencement of the Construction Phase but prior to Section 9.3the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Architect Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the following fees:Construction Manager under Section 13.1.4: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination;

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design- Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Construction Manager in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectConstruction Manager’s option, cause for suspension of performance of services under this Agreement. If the Architect Construction Manager elects to suspend services, the Architect Construction Manager shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect Construction Manager shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect Construction Manager all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectConstruction Manager’s services. The ArchitectConstruction Manager’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect Construction Manager shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Construction Manager shall be compensated for expenses incurred in the interruption and resumption of the ArchitectConstruction Manager’s services. The ArchitectConstruction Manager’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectConstruction Manager, the Architect Construction Manager may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect Construction Manager terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect Construction Manager for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the ArchitectConstruction Manager’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect Construction Manager terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect Construction Manager the following feestermination fee: § 9.8 Except as otherwise expressly provided herein, this Agreement shall terminate one year from the date of Substantial Completion.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, if plus an amount for the Owner terminates Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.6.

TERMINATION OR SUSPENSION. § 9.1 §8.1 If the Owner fails to make payments of approved invoices to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven thirty (30) days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 §8.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 §8.3 If the Owner suspends the Project for more than 90 cumulative ninety (90) consecutive days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven thirty (30) days’ written notice; provided, that the Owner may elect to resume the Project prior to expiration of the thirty (30) day notice. § 9.4 §8.4 Either party may terminate this Agreement upon not less than seven thirty (30) days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination; provided however, a party who wrongfully terminates this Agreement pursuant to this Section 9.4 shall be liable for damages to the other party including costs and fees incurred as a result of the wrongful termination. § 9.5 §8.5 The Owner may terminate this Agreement upon not less than seven (7) days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If §8.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for reasonable expenses incurred in the interruption and resumption of the Architect’s services. The time schedules for the Architect’s remaining services will be equitably adjusted as agreed to by the Owner and the Architect and, if warranted by circumstances arising from the Owner’s suspension of the Project, the Architect’s fees for the remaining services will be equitably adjusted as agreed to by the Owner and the time schedules shall be equitably adjustedArchitect. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, and Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:(Paragraphs deleted)

TERMINATION OR SUSPENSION. § 9.1 1.3.7.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days’ written notice to the Owner before suspending servicesOwner. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because as a direct result of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.the § 9.2 1.3.7.2 If the Project is suspended by the Owner suspends the Projectfor more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated (by equitable adjustment) for expenses incurred in the interruption and resumption of the Architect’s services. The . 1.3.7.3 If the Project is suspended or the Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project are suspended for more than 90 cumulative days for reasons other than the fault of the Architectconsecutive days, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either 1.3.7.4 This Agreement may be terminated by either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The 1.3.7.5 This Agreement may be terminated by the Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If 1.3.7.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect that are due in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If Before the Architect elects suspends services for failure to suspend servicesmake a payment or for any other nonperformance, the Architect shall give seven fourteen (14) days’ written notice to the Owner before suspending servicesdetailing the Architect’s intentions and reasons for such termination or suspension and giving Owner an opportunity to cure. In the event of a proper suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, after a proper suspension of services, the Owner shall pay the Architect all sums due prior to suspension and any reasonable expenses incurred in because of the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If Subject to the Owner suspends the Projectother provisions of this Article 9, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either either party may terminate this the Agreement upon not less than seven days’ by written notice should the other party fail substantially to perform in accordance with the terms of this the Agreement through no fault of the party initiating the termination. However, if the nonperformance can be reasonably cured within fourteen (14) days, the nonperforming party shall be given the time as an opportunity to cure. If the Owner terminates the Agreement pursuant to this Section 9.2 and an arbitrator, panel of arbitrators, or a court of competent jurisdiction later determines that Architect did not fail to substantially perform in accordance with the terms of the Agreement, then such termination shall be deemed a termination for convenience under Section 9.3. § 9.5 The 9.3 Owner may suspend the Architect’s services or terminate this the Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 9.4 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, including Reimbursable Expenses incurredExpenses, and for costs attributable necessarily incurred by the Architect due to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition 9.5 Architect shall include provisions consistent with this Article 9 in its agreements with consultants, including the Owner’s right to terminate for convenience and only be responsible for fees and costs incurred to date by consultants of any amounts paid under Section 9.6, if tier. § 9.6 The Owner’s rights with respect to the Owner terminates Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:are set forth in Article 7.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination.party § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services be compensat fo performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including te n the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:Agreeme

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be Agreeme considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension opti of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, if plus an amount for the Owner terminates Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. § 9.1 8.1 If the Owner fails to make payments to the Architect Owner’s Representative in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectOwner’s Representative’s option, cause for suspension of performance of services under this Agreement. If the Architect Owner’s Representative elects to suspend services, prior to suspension of services, the Architect Owner’s Representative shall give seven days’ written notice to the Owner before suspending servicesOwner. In the event of a suspension of services, the Architect Owner’s Representative shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Owner’s Representative shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s servicessuspension. The ArchitectOwner’s Representative’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 8.2 If the Project is suspended by the Owner suspends the Projectfor more than 30 consecutive days, the Architect Owner’s Representative shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the ArchitectThe Owner’s services. The ArchitectRepresentative’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 8.3 If the Owner suspends Project is suspended or the Project Owner’s Representative’s services are suspended for more than 90 cumulative days for reasons other than the fault of the Architectconsecutive days, the Architect Owner’s Representative may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either 8.4 This Agreement may be terminated by either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The 8.5 This Agreement may be terminated by the Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Owner’s Representative for the Owner’s convenience and without cause. § 9.6 If 8.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Owner’s Representative, the Owner Owner’s Representative shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, Project for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsagreements.the date of the notice of termination, Reimbursable Expenses incurred. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Construction Manager in accordance with this AgreementAgreement following thirty (30) days' written notice from the Construction Manager that such payment is past due, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectConstruction Manager’s option, cause for suspension of performance of services under this Agreement. If the Architect Construction Manager elects to suspend services, the Architect Construction Manager shall give seven fifteen (15) days’ written notice to the Owner before suspending services. In the event of a justifiable suspension of services, the Architect Construction Manager shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Construction Manager shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectConstruction Manager’s services. The ArchitectConstruction Manager’s fees for the remaining services and the time schedules shall be equitably adjusted, if warranted. § 9.2 If the Owner suspends the ProjectProject for more than sixty (60) days, the Architect Construction Manager shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect parties shall determine whether the Construction Manager shall be compensated for expenses incurred in the interruption and resumption of the ArchitectConstruction Manager’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectConstruction Manager, the Architect Construction Manager may terminate this Agreement by giving not less than seven twenty days’ written notice. § 9.4 Either party The Owner may terminate this Agreement upon not less than seven days’ written notice should the other party Construction Manager fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the terminationAgreement. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Construction Manager, the Owner Construction Manager shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be Agreem considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of optio performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give t seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the suspe Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of becau services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the Xxxxxx remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the ProjectProject for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 5.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall compensate the Architect for services performed prior to the date of the notice of termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. and otice of its intention to d amounts in accordance ces urin § 9.1 The Architect shall give the Owner twenty-one (21) days written notice of the Architect’s intention to terminate or suspend provision of Services. This notice shall detail the Architect’s specific reason(s) for its intended termination or suspension and shall state with specificity the means by which the Owner may cure the alleged reason. § 9.2 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesthat are otherwise due hereunder good faith dispute, the Architect shall give the Owner fourteen (14) days’ advance written n suspend Services. If the Owner fails either to pay or justify its lack of payment of undispute the terms of this Agreement Architect may give notice of suspension and suspend the Servi thereafter. Services shall otherwise be performed continually and expeditiously, including d disputes. The suspension shall cease when payment in full of undisputed amounts is made. § 9.3 Unless otherwise noted herein or indicated in the Project Schedule most recently approved by the Owner, or unless caused by the Architect if the Project is suspended by the Owner for more than ninety (90) consecutive days, the Architect shall be compensated for Services that were fully and satisfactorily performed prior to suspension and shall receive equitable payment for the Architect’s demonstrated actual costs to remobilize to continue performance when Services are recommenced by request of the Owner. § 9.4 This Agreement may be terminated by the Owner, with or without cause, for the Owner’s convenience upon not less than seven (7) days’ written notice to the Architect. Should the Owner before suspending services. terminate this Agreement for cause, but that cause be subsequently found to be insufficient to support termination, the termination shall be deemed one of convenience. § 9.5 In the event of a suspension of services, termination not the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption fault of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumedtermination, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance together with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without causeReimbursable Expenses then due. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements[Intentionally Omitted]. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 10.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 10.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 10.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 10.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 10.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If 10.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 10.7 In addition to any amounts paid under Section 9.610.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.510.5, or the Architect terminates this Agreement pursuant to Section 9.310.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurredthen due and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated, and including costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthe Design-Builder’s agreements with its Architect, Consultants, and Contractors. In no event shall the Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 9.7 In addition 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, the Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the Design-Builder promptly, upon the Design-Builder’s request, reasonable evidence as required by Section 7.2.7. § 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner result in more than 45 days of delays and/or interruptions. § 13.2.1.3 If one of the reasons described in Section 9.613.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon written notice of default to the Owner, terminate the Contract if the default is not cured within seven days following the notice of default and pursue from the Owner such damages as Design-Builder may be entitled to under law, however, if such default cannot reasonably be cured within the applicable time period, then Owner shall not be deemed in default so long as it commences to cure the same within such period and diligently pursues such cure, and provided further that Contractor shall not terminate the Contract for non-payment if the non-payment is the subject of a bona-fide dispute. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner terminates this Agreement for its convenience pursuant has repeatedly failed to Section 9.5, or fulfill the Architect terminates this Agreement pursuant Owner’s obligations under the Design-Build Documents with respect to Section 9.3matters important to the progress of the Work, the Owner shall pay Design-Builder may, upon seven additional days’ written notice to the Architect Owner, terminate the following fees:Contract and recover from the Owner as provided in Section 13.2.1.3.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make undisputed payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending servicesservices for this reason. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedadjustednegotiated by the parties. § 9.2 If the Owner suspends the ProjectProject for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedadjustednegotiated by the parties. § 9.3 If the Owner suspends the Project for more than 90 cumulative consecutivecumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, if plus an amount for the Owner terminates Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to areshall continue and shall not be terminated or diminished in any manner. set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design- Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment‌‌ § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 360 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect or Engineer, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons:‌‌ .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped;‌ .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; or .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment of undisputed amounts on an approved Certificate for Payment within the time stated in the Design-Build Documents; or‌‌‌ .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination request, reasonable evidence as required by Section 7.2.7. (Intentionally deleted)‌‌ § 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of consultant agreementsthe Design-Builder, the Architect or Engineer, a Consultant, a Contractor, or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less. § 9.7 In addition to any amounts paid under 13.2.1.3 If one of the reasons described in Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, 13.2.1.1 or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects Prior to suspend servicessuch suspension, the Architect shall give seven fourteen days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension for services rendered and any expenses incurred in the interruption and resumption of the Architect’s servicesincurred. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven fourteen days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement or services pursuant to a contract amendment upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, termination and Reimbursable Expenses properly incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails repeatedly fails, without good cause, to make payments to the Architect in accordance with this Agreement, such failure shall may be considered substantial nonperformance and cause for termination or, at the Architect’s 's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend or terminate services, the Architect shall give seven days’ ' written notice to the Owner before suspending servicesOwner. In All claims by and between the event parties arising out of such a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules termination shall be equitably adjustedsubject to Article 8. § 9.2 If the Owner suspends the ProjectProject for reasons unrelated to Architect or Architect's performance, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall shall, be compensated for expenses incurred in the interruption and resumption of the Architect’s 's services. The Architect’s 's fees for the remaining services and the time schedules shall be equitably adjusted., as agreed by the parties. than writt the fault of the en notice. ce slt of § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice.’ § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party noti fail substantially to perform in accordance with the terms of this Agreement through no fault of fau the termination. xxxxx the other party the party initiating the termination.initiating § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, if plus an amount for the Owner terminates Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 In the event of termination of this Agreement for its convenience pursuant by either party, Architect waives any right, under any circumstances, to Section 9.5, prevent Owner's continued use of th e Instruments of Service through court action or other dispute resolution procedure seeking injunction or other emergency application or other means seeking to prevent Owner's continued use of the Architect terminates this Agreement pursuant to Section 9.3, the Instruments of Service. Owner shall pay continue to have a license to use the Architect the following fees:Instruments of Service.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect when due in accordance with this AgreementAgreement for more than 70 calendar days, such failure shall may be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due for this Project prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project for more than 30 consecutive days (not related to phasing of the Project), the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for reasonable expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative consecutive days for reasons other than the fault of the ArchitectArchitect (unless related to phasing of the Project), the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and and, unless terminated because Owner will not be authorizing Phase 2 of the Project, costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to For purposes of this Agreement, any amounts paid under Section 9.6time lapse between Phase 1 and Phase 2 does not constitute a suspension of the Project. Project suspensions occur when the Project is suspended during Phase 1 or Phase 2. § 9.8 This Agreement will expire 5 years from its effective date, if unless (a) the Owner terminates and Architect agree in writing to extend it or (b) terminated earlier under this Article 9. § 9.9 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:are set forth in Article 7.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the Design- Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work performed prior to execution of the Design-Build Amendment in accordance with this Agreement and provided: (1) Design Builder has submitted a Application for payment pursuant to the terms of this Agreement for said work and (2) Owner does not dispute any such claimed amounts in accordance with Owner’s right to dispute or withhold payments under this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If Notwithstanding the Architect elects to suspend servicesforegoing, in the Architect event of nonpayment under this Section 13.1.1, Design Builder shall give seven days’ provide Owner written notice and fourteen (14) days to the Owner before suspending servicesremedy such nonpayment. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused solely by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all undisputed sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjustedadjusted if warranted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 13. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If At any time during the term of this Agreement the Owner fails to make payments to may terminate the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause Project entirely or suspend it for termination or, at the Architect’s option, cause for suspension an indefinite period of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give time upon seven days’ days written notice to the Architect. If the Owner before suspending services. In terminates or suspends the event of a suspension of servicesProject without cause for more than thirty (30) consecutive days, then the Architect shall have no liability be compensated for services performed prior to the Owner for delay or damage caused the Owner because notice of such suspension of servicestermination or suspension. Before resuming servicesIf the Project is resumed, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustednegotiated. § 9.2 If The Owner may, at any time during the Owner suspends term of this Agreement, reduce the Project, scope of the Architect Project upon seven days written notice to the Architect. Fees for work completed as of the time of the notice of reduction shall be compensated determined by the terms of this Agreement at the time of the notice. Fees for services performed prior to notice the remainder of such suspension. When the Project is resumed, the Architect work shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedset by amendment to this Agreement. § 9.3 If the Owner suspends the Project for more than 90 cumulative calendar days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven thirty (30) days’ written notice, and such termination shall be effective as of the noted date unless the Project is restarted prior to such date. § 9.4 Either Except as otherwise specifically provided in this Agreement, either party may terminate this Agreement upon not less than seven thirty (30) days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the terminationtermination and the cause for such termination is not corrected within such thirty (30) day time period. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, incurred prior to such termination or suspension that are then due and costs attributable mutually agreed to. The Architect shall not be entitled to termination, including the costs attributable to the Architect’s termination of consultant agreementsany anticipated profits or consequential damages. § 9.7 In addition to any amounts paid under Section 9.6, if If upon termination the Owner terminates incurs additional cost as a result of the Architect’s failure to perform under this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, shall be liable for the full amount of such additional costs. The Owner shall pay be entitled to withhold from any payment due to the Architect an amount which the following fees:Owner reasonably believes may be its additional costs until such time as the exact amount of such additional cost is determined and the Architect has rendered payment thereof. The Architect shall only be entitled to payment for services pursuant to this Agreement performed as of the date of notice of termination. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement are set forth in Article 7. (Paragrap

TERMINATION OR SUSPENSION. § 9.1 If 10.1 Termination Prior to Establishment of the Owner fails to make payments Guaranteed Maximum Price § 10.1.1 Prior to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at execution of the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesGuaranteed Maximum Price Amendment, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager for the Owner’s convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner, for the reasons set forth in Section 14.1.1 of A201-2007. § 9.6 If 10.1.2 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates event of termination of this Agreement pursuant to Section 9.310.1.1, the Owner Construction Manager shall compensate the Architect be equitably compensated for Preconstruction Phase services performed prior to receipt of a notice of termination, Reimbursable Expenses incurred, and costs attributable to termination, including . In no event shall the costs attributable to Construction Manager’s compensation under this Section exceed the Architect’s termination of consultant agreementscompensation set forth in Section 4.1. § 9.7 In addition to any amounts paid under Section 9.6, if 10.1.3 If the Owner terminates this Agreement for its convenience the Contract pursuant to Section 9.5, or 10.1.1 after the Architect terminates this Agreement pursuant commencement of the Construction Phase but prior to Section 9.3the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Architect Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the following feesConstruction Manager under Section 10.1.2: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; .2 Add the Construction Manager’s Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 5.1 or, if the Construction Manager’s Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; and .3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services. 3.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 10, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above. If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction Manager the reasonable costs necessarily incurred by the Construction Manager because of such termination.

TERMINATION OR SUSPENSION. § 9.1 The Architect shall give the Owner twenty-one (21) days written notice of the Architect’s intention to terminate or suspend provision of Services. This notice shall detail the Architect’s specific reason(s) for its intended termination or suspension and shall state with specificity the means by which the Owner may cure the alleged reason. § 9.2 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance that are otherwise due hereunder and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects are not subject to suspend servicesa good faith dispute, the Architect shall give the Owner fourteen (14) days’ advance written notice of its intention to suspend Services. If the Owner fails either to pay or justify its lack of payment of undisputed amounts in accordance the terms of this Agreement Architect may give notice of suspension and suspend the Services five (5) days thereafter. Services shall otherwise be performed continually and expeditiously, including during the pendency of disputes. The suspension shall cease when payment in full of undisputed amounts is made. § 9.3 Unless otherwise noted herein or indicated in the Project Schedule most recently approved by the Owner, or unless caused by the Architect if the Project is suspended by the Owner for more than ninety (90) consecutive days, the Architect shall be compensated for Services that were fully and satisfactorily performed prior to suspension and shall receive equitable payment for the Architect’s demonstrated actual costs to remobilize to continue performance when Services are recommenced by request of the Owner. § 9.4 This Agreement may be terminated by the Owner, with or without cause, for the Owner’s convenience upon not less than seven (7) days’ written notice to the Architect. Should the Owner before suspending services. terminate this Agreement for cause, but that cause be subsequently found to be insufficient to support termination, the termination shall be deemed one of convenience. § 9.5 In the event of a suspension of services, termination not the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption fault of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumedtermination, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance together with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without causeReimbursable Expenses then due. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements[Intentionally Omitted]. § 9.7 In addition [Intentionally Omitted]. of th e Project; ents, even if incomplete, cific ations and other § 9.8 (Termination Expenses) Any references to any amounts paid under Section 9.6, if the Owner terminates Termination Expenses elsewhere in this Agreement for its convenience pursuant to Section 9.5shall be of no effect. § 9.9 (Cooperation after Termination) In case of any termination, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:shall

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant shall terminate one year from the date of Substantial Completion. § 9.8 The Owner’s rights to Section 9.5, or use the Architect terminates Architect’s Instruments of Service in the event of a termination of this Agreement pursuant to are set forth in Article 7 and Section 9.3, the Owner shall pay to the Architect the following fees:9.7.

TERMINATION OR SUSPENSION. § 9.1 If the Architect has performed their obligations and if the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, through no fault of the Architect, the Architect shall be compensated for services performed prior to notice of such suspension. When If the Project is resumed, the Architect shall be compensated for direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 180 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements... § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or if the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.any § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or shall terminate one year from the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:date of Substantial Completion.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Engineer in accordance with this AgreementAgreeme continues without cure for a period of thirty (30) days after written notice of such failure, such failure shall be su considered substantial nonperformance and cause for termination or, at the ArchitectEngineer’s option, cause for suspension optio of performance of services under this Agreement. If the Architect elects to suspend services, the Architect The Engineer shall give seven fifteen days’ written notice wri § 9.2 At any time prior to awarding bids for construction or accepting a guaranteed maximum price for the Project, Owner before suspending servicesmay suspend further performance of this Agreement for funding or other consideration at Owner’s sole election. In the event of a suspension of servicesthat Owner suspends Engineer’s performance under this section, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay for all work performed to date on a percentage completion basis. In the Architect all sums due prior event such suspension continues for a period exceeding 180 days, and Owner subsequently elects to suspension and any proceed, an equitable adjustment shall be made to Engineer’s fee but only to the extent that Engineer incurs reasonable, direct, out-of-pocket expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees which it would otherwise not have occurred but for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Lost profit or extended overhead shall not be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedconsidered. § 9.3 If the Owner suspends the Project for more than 90 180 cumulative days for reasons other than the fault of the ArchitectEngineer, the Architect Engineer may terminate this Agreement by giving not less than seven (7) days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven (7) days’ written notice to the Architect Engineer for the Owner’s convenience and without cause. § 9.5 In the event of a termination for convenience of the Owner, the Engineer’s sole and exclusive right and remedy is to be paid for all work performed through the date of termination and reimbursement of all reasonable out-of- pocket costs paid to third parties as a result of the termination. The Engineer shall not be entitled to be paid any amount as profit for unperformed services or consideration for the termination of convenience by the Owner. § 9.6 If Upon the Owner terminates this Agreement appointment of a receiver for its convenience pursuant to Section 9.5the Engineer, or if the Architect terminates this Agreement pursuant to Section 9.3Engineer makes a general assignment for the benefit of creditors, the Owner shall compensate the Architect for services performed prior may terminate this Agreement, without prejudice to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable any right or remedy otherwise available to the Architect’s termination of consultant agreements. § 9.7 In addition Owner, upon giving three (3) days written notice to any amounts paid the Engineer. If an order for relief is entered under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant bankruptcy code with respect to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3Engineer, the Owner shall pay to the Architect the following fees:may terminate this Agreement by giving three

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending servicesservices in accordance herewith. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.. The Owner and Architect shall meet promptly to negotiate any disputed amounts. DRAFT § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Engineer that are due in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectEngineer’s option, cause for suspension of performance of services under this Agreement. If Before the Architect elects Engineer suspends services for failure to suspend servicesmake a payment or for any other nonperformance, the Architect Engineer shall give seven fourteen (14) days’ written notice to the Owner before suspending servicesdetailing the Engineer’s intentions and reasons for such termination or suspension and giving Owner an opportunity to cure. In the event of a proper suspension of services, the Architect Engineer shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, after a proper suspension of services, the Owner shall pay the Architect Engineer all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.reasonable § 9.2 If Subject to the Owner suspends the Projectother provisions of this Article 9, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either either party may terminate this the Agreement upon not less than seven days’ by written notice should the other party fail substantially to perform in accordance with the terms of this the Agreement through no fault of the party initiating the termination. However, if the nonperformance can be reasonably cured within fourteen (14) days, the nonperforming party shall be given the time as an opportunity to cure. If the Owner terminates the Agreement pursuant to this Section 9.2 and an arbitrator, panel of arbitrators, or a court of competent jurisdiction later determines that Engineer did not fail to substantially perform in accordance with the terms of the Agreement, then such termination shall be deemed a termination for convenience under Section 9.3. § 9.5 The 9.3 Owner may suspend the Engineer’s services or terminate this the Agreement upon not less than seven days’ written notice to the Architect Engineer for the Owner’s convenience and without cause. § 9.6 9.4 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.39.3Engineer, the Owner shall compensate the Architect Engineer for services performed prior to termination, including Reimbursable Expenses incurredExpenses, and for costs attributable necessarily incurred by the Engineer due to termination, including the costs attributable to the ArchitectEngineer’s termination of consultant agreements. § 9.7 In addition 9.5 Engineer shall include provisions consistent with this Article 9 in its agreements with consultants, including the Owner’s right to terminate for convenience and only be responsible for fees and costs incurred to date by consultants of any amounts paid under Section 9.6, if tier. § 9.6 The Owner’s rights with respect to the Owner terminates Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:are set forth in Article 7.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the any Project, the Architect shall be compensated for services performed on the affected Project prior to notice of such suspension. When the Project is such Project(s) is/are resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the any Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsagreements.on the terminated Project(s) prior to termination, together with Reimbursable Expenses then due with respect to the terminated Project(s) and all Termination Expenses as defined in Section 9.7. Termination Expenses are in addition to compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, plus an amount for the Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Landscape Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Landscape Architect’s option, cause for suspension of performance of services under this Agreement. If the Landscape Architect elects to suspend services, the Landscape Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Landscape Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.Owner § 9.2 If the Owner suspends the Project, the Landscape Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Landscape Architect shall be compensated for expenses incurred in the interruption and resumption of the Landscape Architect’s services. The Landscape Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Landscape Architect, the Landscape Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Landscape Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Landscape Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Landscape Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Landscape Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Landscape Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Landscape Architect the following fees:

TERMINATION OR SUSPENSION. ent, ion, § 9.1 If the Owner fails without cause to make payments to the Architect in accordance with this Agreement, such Agreem failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, opt tract or con such cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesservices under such conditions, the Architect shall give seven thirty days’ written notice to the Owner and opportunity to cure before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services properly performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in found caused by the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 consecutive or 180 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven thirty days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven thirty days’ written notice and opportunity to cure should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services properly performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid The parties’ rights and remedies that continue after performance shall survive the termination of this Agreement including, without limitation, Owner’s rights under Section 9.62.9, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:Article 7 and Article 8.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make undisputed payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums properly due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement Agreement, in whole or in part, upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. If Owner terminates for cause, Owner at any time may, by notice to Architect, convert the termination to a termination for convenience. In the event Owner terminates for cause and it is determined that Owner did not have sufficient cause for termination, such termination shall be deemed at Owner’s convenience under this Section. Termination for convenience shall not impair Owner’s other rights, including without limitation its rights and remedies for negligence and breach of this Agreement. In no event shall Architect have a claim for damages, lost profits on services not performed, or otherwise on account of the termination of the Contract by Owner, with or without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, together with Reimbursable Expenses incurredincurred prior to termination, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements, but in no event more than the maximum compensation provided in this Agreement for performance of Services through the Phase of Services then complete or partially complete. In no event shall Architect be entitled to anticipated profit or overhead on the value of the services not performed by the Architect after any termination. § 9.7 In addition to any amounts paid under Section 9.6(Paragraphs deleted) § 9.8 Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5shall terminate one year from the date of Substantial Completion. § 9.8.1 Except as otherwise expressly provided herein, or the Architect terminates this Agreement pursuant to Section 9.3shall terminate one year from the date of Substantial Completion. § 9.9 Upon any termination of this Agreement, the Owner shall pay be free to the contract with any of Architect’s consultants for performance of continued or further services on this project. Architect the following fees:shall cooperate in such process and shall take no action to prevent or delay such contracting.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design- Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable ArchitectEngineer, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; or .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment of undisputed amounts on an approved Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the ArchitectEngineer, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Construction Manager in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of Construction Manager may suspend performance of services under this Agreement. If the Architect Construction Manager elects to suspend services, the Architect Construction Manager shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect Construction Manager shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Construction Manager shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedsuspension. § 9.2 If the Owner suspends the Project, the Architect Construction Manager shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the ArchitectThe Construction Manager’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedadjusted for the remaining services. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectConstruction Manager, the Architect Construction Manager may terminate this Agreement by giving not less than seven days’ written notice. § 9.3.1 Owner’s failure to make payments or its suspension of the Project shall not constitute grounds for the Construction Manager’s termination of this Agreement or for additional compensation for payments so long as Owner’s failure to make payments or its suspension of the Project is caused by or arises out of acts of God, weather, earth movement, lockout or labor shortages, restrictive governmental laws, regulations, recommendations, acts or omissions, executive orders, acts or directives of public officials or authorities, public declarations of emergency, epidemics, pandemics, or acts of war or terrorism which directly or indirectly affect the Project and/or the facilities and services of the Owner, without fault and beyond the reasonable control of the Owner (each, a "Force Majeure Event"). § 9.4 Either party The Owner may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of Construction Manager materially breach this Agreement through no fault of the party initiating the terminationAgreement. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Construction Manager for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Construction Manager, the Owner Construction Manager shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. DRAFT § 9.1 If the Owner fails to make undisputed payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums properly due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any reasonable expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, for reasons other than the fault of the Architect, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for reasonable expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and reasonable costs attributable to termination, including the reasonable costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect DBC for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDBC’s option, cause for suspension of performance of services under this Agreement. If the Architect DBC elects to suspend servicesthe Work, the Architect DBC shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect DBC shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner DBC shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDBC’s servicesWork. The ArchitectDBC’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect DBC shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect DBC shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDBC’s servicesWork. The ArchitectDBC’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDBC, the Architect DBC may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect DBC for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the DBC, the Owner DBC shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the DBC is not otherwise compensated. In no event shall the DBC’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the DBC § 13.2.1.1 The DBC may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the DBC, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6/Engineer, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Architect terminates this Agreement pursuant to Section 9.3Work under direct or indirect contract with the DBC, the Owner shall pay to the Architect for any of the following feesreasons:

TERMINATION OR SUSPENSION. § 9.1 11.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 11.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 11.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 11.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 11.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If 11.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable all Termination Expenses as defined in Section . 11.7 Termination Expenses are in addition to termination, including the costs attributable to compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, plus an amount for the Architect’s anticipated profit on the value of the services not performed by the Architect. 11.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to are set forth in Article and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If InIf the event of termination not the fault of Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:to

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect Engineer in accordance with this Agreement, such failure shall be Agreeme considered substantial nonperformance and cause for termination or, at the ArchitectEngineer’s option, cause for suspension of optio performance of services under this Agreement. If the Architect Engineer elects to suspend services, the Architect shall give th seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect suspe Engineer shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of becaus services. Before resuming services, the Owner shall pay the Architect Engineer all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectEngineer’s services. The Architect’s fees for the remaining Engine services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the ProjectProject for more than 30 consecutive days, the Architect Engineer shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Engineer shall be compensated for expenses incurred in the interruption and resumption of the ArchitectEngineer’s services. The ArchitectEngineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectEngineer, the Architect Engineer may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Engineer for the Owner’s convenience and without cause. § 9.6 5.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect Engineer terminates this Agreement pursuant to Section 9.35.3, the Owner shall compensate the Architect Engineer for services performed prior to the date of the notice of termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make undisputed payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this AgreementAgreement for more than thirty (30) calendar days, such failure shall may be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.The § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for reasonable expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either 13.1.4 Except as otherwise provided, either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement Agreement, in whole or in part, upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. If Owner terminates for cause, Owner at any time may, by notice to Design-Builder, convert the termination to a termination for convenience. In the event Owner terminates for cause and it is determined that Owner did not have sufficient cause for termination, such termination shall be deemed at Owner’s convenience under this Section. Termination for convenience shall not impair Owner’s other rights, including without limitation its rights and remedies for negligence and breach of this Agreement. In no event shall Design-Builder have a claim for damages, lost profits on services not performed, or otherwise on account of the termination of the Contract by Owner, with or without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner shall compensate the Architect for services Design-Builder s Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs an directly attributable to termination, including termination for which the costs attributable Design-Builder is not otherwise compensat Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation s § 13.1.7 Termination Expenses are in addition to compensation for the ArchitectDesign-Builder’s ser nclude § 13.1.8 The Owner’s rights to use the Design-Builder’s Work Product in the event of a termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to are set forth in Article 2.1.5 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:12.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ days’by written notice to the Architect for the Owner’s convenience and without cause.. The Architect shall immediately discontinue services, follow the Owner’s instructions regarding termination procedures and strive to minimize any further costs. In the event of such § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services be compe performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork, unless such Work is necessary to correct defects or deficiencies caused by the Design-Builder, Architects, Consultants, or Contractors. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract for cause if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 The Architect shall give the Owner twenty-one (21) days written notice of the Architect’s intention to terminate or suspend provision of Services. This notice shall detail the Architect’s specific reason(s) for its intended termination or suspension and shall state with specificity the means by which the Owner may cure the alleged reason. § 9.2 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance that are otherwise due hereunder and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects are not subject to suspend servicesa good faith dispute, the Architect shall give the Owner fourteen (14) days’ advance written notice of its intention to suspend Services. If the Owner fails either to pay or justify its lack of payment of undisputed amounts in accordance the terms of this Agreement Architect may give notice of suspension and suspend the Services five (5) days thereafter. Services shall otherwise be performed continually and expeditiously, including during the pendency of disputes. The suspension shall cease when payment in full of undisputed amounts is made. § 9.3 Unless otherwise noted herein or indicated in the Project Schedule most recently approved by the Owner, or unless caused by the Architect if the Project is suspended by the Owner for more than ninety (90) consecutive days, the Architect shall be compensated for Services that were fully and satisfactorily performed prior to suspension and shall receive equitable payment for the Architect’s demonstrated actual costs to remobilize to continue performance when Services are recommenced by request of the Owner. § 9.4 This Agreement may be terminated by the Owner, with or without cause, for the Owner’s convenience upon not less than seven (7) days’ written notice to the Architect. Should the Owner before suspending services. terminate this Agreement for cause, but that cause be subsequently found to be insufficient to support termination, the termination shall be deemed one of convenience. § 9.5 In the event of a suspension of services, termination not the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption fault of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumedtermination, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance together with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without causeReimbursable Expenses then due. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements[Intentionally Omitted]. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Final Guaranteed Maximum Price Amendment § 9.1 13.1.1 If the Owner fails to make payments to and the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at Construction Manager do not reach an agreement on the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming servicesFinal Guaranteed Maximum Price, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven daysten (10) Days’ written notice should to the other party fail substantially to perform in accordance with Construction Manager. § 13.1.2 In the terms event of termination of this Agreement through no fault pursuant to Section 13.1.1, the Construction Manager shall be compensated for Preconstruction Phase Services performed to the date of the party initiating notice of termination together with Reimbursable Expenses then due. Under no circumstances will Owner be responsible for any damages disallowed under Texas law given Owner’s status as a hospital district and Owner specifically reserves all rights, remedies and defenses allowed under Texas law. Further, in no event shall the terminationConstruction Manager’s compensation under this Section exceed the compensation set forth in Section 5.1. § 9.5 The 13.1.3 Prior to the execution of the Final Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days(7) Days’ written notice to the Architect Construction Manager for the Owner’s convenience and without cause. § 9.6 If 13.1.4 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates event of termination of this Agreement pursuant to Section 9.313.1.3, the Owner Construction Manager shall compensate the Architect be equitably compensated for services Preconstruction Phase Services and Work performed prior to termination, receipt of a notice of termination together with Reimbursable Expenses incurredthen due. Under no circumstances will Owner be responsible for any damages disallowed under Texas law given Owner’s status as a hospital district and Owner specifically reserves all rights, remedies and costs attributable to termination, including defenses allowed under Texas law. In no event shall the costs attributable to Construction Manager’s compensation under this Section exceed the Architect’s termination of consultant agreementscompensation set forth in Section 5.1. § 9.7 In addition to any amounts paid under Section 9.6, if 13.1.5 If the Owner terminates this Agreement for its convenience the Contract pursuant to Section 9.5, or 13.1.3 after the Architect terminates this Agreement pursuant commencement of the Construction Phase but prior to Section 9.3the execution of the Final Guaranteed Maximum Price Amendment, the Owner shall pay to the Architect Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the following fees:Construction Manager under Section 13.1.4: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination;

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. . § 9.7 In addition to any amounts paid under Section 9.6(omitted) § 9.8 Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or shall terminate one year from the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:date of Substantial Completion.

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect Engineer in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s Engineer’s option, cause for suspension of performance of services under this Agreement. If the Architect Engineer elects to suspend services, the Architect Engineer shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect Engineer shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect Engineer all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the Project, the Architect Project for more than 30 consecutive days, the Engineer shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Engineer shall be compensated for expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect Engineer, the Engineer may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Engineer for the Owner’s convenience and without cause. § 9.6 5.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect Engineer terminates this Agreement pursuant to Section 9.35.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsxxxxxxxxxx.Xxxxxxxx for services performed prior to the date of the notice of termination, together with Reimbursable Expenses then due. § 9.7 5.7 In addition to any amounts paid under Section 9.65.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make timely payments to the Architect for undisputed sums in accordance with this AgreementAgreement and Texas law, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreementtermination. If not cured after ten (10) days written notice to Owner of the delinquency if the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. Architect shall be allowed to suspend Architect’s performance of services under this Agreement for nonpayment by Owner only after the provision of ten (10) days’ written notice, in accordance with Texas Government Code section 2251.051 et seq. § 9.2 If the Owner suspends the ProjectProject for more than ninety (90) consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall may be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative ninety (90) consecutive days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven twenty-one (21) days’ written notice and opportunity to cure should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. The Owner may also terminate this Agreement on seven days’ written notice if the budget for the Cost of the Work, prior to commencement of the Work, is exceeded by the lowest bona fide bid or negotiated proposal. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition The parties hereby agree that: 1) if an order for relief is entered on behalf of the Architect, pursuant to Chapter 11 of the U.S. Bankruptcy Code; 2) if any amounts paid other similar order is entered under Section 9.6any debtor relief laws; 3) if Architect makes an assignment for the benefit of one or more of its creditors; 4) if a receiver is appointed for the benefit of its creditors; 5) if a receiver is appointed on account of its insolvency, if any such event could impair or frustrate Architect’s performance. Accordingly, it is agreed that upon occurrence of any such event, Owner shall be entitled to request of Architect adequate assurance of future performance in accordance with the terms and conditions of this Agreement. Failure to comply with such request within ten (10) days of delivery of the request shall entitle Owner terminates to terminate the Architect’s services in accordance with this Section. § 9.8 Except as otherwise expressly provided herein, this Agreement for its convenience pursuant shall terminate one year from the date of Final Completion. § 9.9 The Owner’s rights to Section 9.5use the Architect’s Instruments of Service in the event of a termination of this Agreement are set forth in Article 7, and Sections 9.7 and 11.9. § 9.10 This Agreement may be terminated by Owner if Architect engages in conduct that would constitute a violation of state or federal criminal law, including but not limited to, the laws prohibiting certain gifts to public servants, or engages in conduct that would constitute a violation of the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:Owner’s ethics or conflict of interest policies.

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the Project, project is suspended by the Owner for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 5.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. In the event of termination hereunder for any reason, the Architect will not be entitled to special or exemplary damages of any kind, including but not limited to, lost profits, consequential damages, or loss of business. In the event of termination hereunder for any reason, the Owner shall not pay for the Owner’s continued use of the Architect’s Instruments of Service solely for the purposes set forth in § 3.3. § 9.7 5.7 In addition to any amounts paid under Section 9.65.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, through no fault of the Design-Builder, and for reasons solely in the control of the Owner, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven ten (10) days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.of § 9.2 13.1.2 If the Owner improperly suspends the ProjectProject in breach of the Design-Build Documents, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.Design- § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than that are solely due to the fault breach of the ArchitectDesign-Build Documents, the Architect Design-Builder may terminate this Agreement by giving not less than seven ten (10) days’ written notice. § 9.4 Either party 13.1.4 The Owner may terminate this Agreement upon not less than seven days’ written notice should the other party Design- Builder fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the terminationOwner. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design- Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate be compensated only for the Architect accrued costs incurred by the Design-Builder for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design- Builder is not otherwise compensated. In no event shall the Design-Builder be entitled to any additional compensation under this Section 13.1.6. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Engineer, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Engineer, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or if the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsagreements and including a fair and reasonable value for completed pre referendum and referendum services. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner Owner, without reasonable justification, fails to make payments due to the Architect in accordance with the terms of this Agreement, and if such failure continues after fourteen (14) days’ written notice to the Owner of such failure providing a detailed explanation of why such failure constitutes a violation of this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.suspension § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses reasonably incurred in because of the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, including any Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid No Termination Expenses shall be allowed for the services beyond what is payable under Section §9.6. No anticipated profit or overhead will be allowed on services not performed. § 9.8 Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant shall terminate one year from the date of Substantial Completion. § 9.9 The Owner’s rights to Section 9.5, or use the Architect terminates Architect’s Instruments of Service in the event of a termination of this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:are set forth in Article 7.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 120 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition The Owner’s rights to any amounts paid under Section 9.6, if use the Owner terminates Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.511.9, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:as otherwise provided in La. R.S.38:2317.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect of any undisputed amounts in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this AgreementAgreement subject to providing 30 days prior written notice to Owner. If the Owner does not cure such default within such time frame then,. If the Architect may elects to suspend services, the Architect shall give seven with ten days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall be paidOwner shall pay the Architect all undisputed sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the ProjectProject for reasons other than the fault of the Architect, the Architect shall be compensated for services performed prior through the date ofprior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for reasonable and necessary expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven fifteenseven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the terminationtermination and after such party has failed to cure the failure to perform within such fifteen-day period except as provided in Section 9.1. In the event of termination by Owner of Architect due to default then Architect shall not receive any additional payments until the project is complete and the Architect shall remain responsible for all costs incurred by Owner to complete the services by others. The Architect’s responsibility for costs incurred by the Owner shall not exceed 50% of the contract amount paid or to be paid to the Architect under Section 11 of this Agreement. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsxxxxxxxxxx. § 9.7 In addition to any amounts paid under Section 9.6Xx the event of termination not the fault of the Architect, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant shall be compensated for services performed prior to Section 9.3termination, the Owner shall pay to the Architect the following fees:together with Reimbursable Expenses then due.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 This Agreement may be terminated by the Owner upon seven (7) days written notice to Architect in its sole discretion. The Architect may terminate this Agreement only in the event of substantial non-performance by the Owner. In the event the Architect proposes to terminate this Agreement, the Architect shall notify the Owner in writing stating with specificity the alleged non-performance and further stating that the proposed termination shall be effective if the non-performance remains uncorrected for a period not less than 15 days following said notice. Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. . § 9.6 If 5.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services be compen performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable all Term defined in Section 5.7. § 5.7 Termination Expenses are in addition to termination, including the costs attributable to compensation for the Architect’s services and directly attributable to termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or which the Architect terminates this Agreement pursuant to Section 9.3is not otherwise compensated, pl Architect’s anticipated profit on the Owner shall pay to value of the Architect services not performed by the following fees:Architect.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.69.8 Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or shall terminate one year from the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:date of Substantial Completion.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork, unless such Work is necessary to correct defects or deficiencies caused by the Design-Builder, Architects, Consultants or Contractors. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract for cause if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If 5.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable all Termination Expenses as defined in Section 5.7. § 5.7 Termination Expenses are in addition to termination, including the costs attributable to compensation for the Architect’s services and include expenses directly attributable to termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or which the Architect terminates this Agreement pursuant to Section 9.3is not otherwise compensated, plus an amount for the Owner shall pay to Architect’s anticipated profit on the Architect value of the following fees:services not performed by the Architect.

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the GMP Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the GMP Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, to the extent the suspension is not attributable to the Design-Builder’s failure to comply with the Contract, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The Architect’s fees for Guaranteed Maximum Price for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The Architect’s fees for Guaranteed Maximum Price for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative 180 consecutive days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice and opportunity to cure should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement in whole or in part upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to termination, including termination for which the costs attributable to the Architect’s termination of consultant agreements. § 9.7 Design-Builder is not otherwise compensated. In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner no event shall pay to the Architect the following fees:the

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this AgreementAgreement through no fault of the Architect or its consultants, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative ninety (90) consecutive days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice and opportunity to cure, within the seven days’ notice. § 9.4 Either party may terminate this Agreement upon not less than seven twenty-one (21) days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. The Owner may also terminate this Agreement on seven days’ written notice if the budget for the Cost of the Work, prior to commencement of the Work, is exceeded by the lowest bona fide bid or negotiated proposal. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6, if compensation for the Owner terminates Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. § 9.1 If the Architect has performed their obligations and if the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, through no fault of the Architect, the Architect shall be compensated for services performed prior to notice of such suspension. When If the Project is resumed, the Architect shall be compensated for direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.. ice sho of th ce to th uld t e part e Ar § 9.3 If the Owner suspends the Project for more than 90 180 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party not fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the noti Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements... § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner or the Architect may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner or the Architect terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party This Agreement may be terminated by the Owner upon seven (7) days written notice to Architect in its sole discretion. The Architect may terminate this Agreement upon only in the event of substantial non-performance by the Owner. In the event the Architect proposes to terminate this Agreement, the Architect shall notify the Owner in writing stating with specificity the alleged non-performance and further stating that the proposed termination shall be effective if the non-performance remains uncorrected for a period not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination15 days following said notice. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable then due. § 9.8 The Owner’s rights to termination, including the costs attributable to use the Architect’s Instruments of Service in the event of a termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If InIf the event of termination not the fault of Owner terminates this Agreement for its convenience pursuant to Section 9.5, or if the Architect Architect, terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses incurredthen dueincurred, and costs all Termination Expenses as defined in Section 9.7. § 9.7 Termination Expenses are in addition to compensation for the Architect’s services and include expenses directlycosts attributable to terminationtermination for which, including the costs Architect is not otherwise compensated, plus an amount forcosts attributable to the Architect’s termination anticipated profit on the valuetermination of consultant the services not performed by the Architectconsultant agreements. § 9.8 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.any § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable § 9.7 Termination expenses are in addition to compensation for the architect services and include expenses directly attributable to termination for which the Architect is not otherwise compensated § 9.8 Except as otherwise expressly provided herein, this Agreement shall terminate one year from the date of Substantial Completion. § 9.9 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:9.7.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Engineer in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s Engineer’s option, cause for suspension of performance of services under this Agreement. If the Architect Engineer elects to suspend services, the Architect Engineer shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect Engineer shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect Engineer all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect Project for more than 30 consecutive days, the Engineer shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Engineer shall be compensated for expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect Engineer, the Engineer may terminate this Agreement by giving not less than seven days’ written notice.. ce shohe pa uld the other party fail rty initiating the o the Architect Engineer for he Ar chitect Engineer § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail noti substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the t termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for t the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements.t § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.expenses § 9.2 If the Owner suspends the ProjectProject for more than 60 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.be § 9.3 If the Owner suspends the Project for more than 90 cumulative consecutive days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven fourteen days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ the written notice notices provided herein should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. If a party elects to terminate this Agreement, the party shall provide the other party a written Notice of Intent to Terminate, with an explanation as to the basis for the termination for default. This written notice shall permit the party to cure the default within fifteen (15) calendar days of receipt of the Notice of Intent to Terminate. If the basis for termination still exists as of the conclusion of the fifteen (15) calendar day period, the terminating party shall provide a second written notice to the other party as to the termination, and the termination shall be effective upon five (5) calendar days after the receipt of the second notice by the non-terminating party. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination ortermination, or at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.expenses § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.the § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party noti fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating fau the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the notic Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compen d for services performed prior § 9.7 Termination Expenses are in addition to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to compensation for the Architect’s services and include expen directly attributable to termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or which the Architect terminates this Agreement pursuant to Section 9.3is not otherwise compensated, plus an amount e Architect’s anticipated profit on the Owner shall pay to value of the Architect services not performed by the following fees:Architect.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 Either party may at any time, upon sixty (60) days prior written notice to the other party, terminate this Agreement. The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If either party the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or if the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, The Owner shall not pay any termination expenses or costs, including attorney’s fees, if the Agreement is terminated regardless of the reason for termination., including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments to the Architect Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectDesign-Builder’s option, cause for suspension of performance of services under this Agreement. If the Architect Design-Builder elects to suspend servicesthe Work, the Architect Design-Builder shall give seven days’ written notice to the Owner before suspending servicesthe Work. In the event of a suspension of servicesthe Work, the Architect Design-Builder shall have no liability to the Owner for delay or damage caused by the Owner because of such suspension of servicesthe Work. Before resuming servicesthe Work, the Owner Design-Builder shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect Design- Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to terminationtermination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder’s compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 90 consecutive days through no act or fault of the Design-Builder, including the costs attributable Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the ArchitectDesign-Builder promptly, upon the Design-Builder’s termination of consultant agreementsrequest, reasonable evidence as required by Section 7.2.7. § 9.7 In addition to 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any amounts paid other persons or entities performing portions of the Work under Section 9.6direct or indirect contract with the Design-Builder, if repeated suspensions, delays or interruptions of the entire Work by the Owner terminates this Agreement as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for its convenience pursuant to Section 9.5completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the Architect terminates this Agreement pursuant to reasons described in Section 9.3, the Owner shall pay to the Architect the following fees:13.2.1.1 or 13.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted.the § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and all costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees: § 9.8 Except as otherwise expressly provided herein, this Agreement shall terminate one year from the date of Substantial Completion.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect of undisputed amounts in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, in accordance herewith, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and shall negotiate with the Owner for any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the ProjectProject for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Owner and the Architect shall be compensated negotiate the amount of any compensation the Owner will pay the Architect for expenses incurred in the interruption and resumption of the Architect’s services. The Owner and the Architect shall negotiate any adjustments to the Architect’s fees for the remaining services and the time schedules shall be equitably adjustedfor completion. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven ten days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, termination and Reimbursable Expenses properly incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. . § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:9.7

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect Engineer in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s Engineer’s option, cause for suspension of performance of services under this Agreement. If the Architect Engineer elects to suspend services, the Architect Engineer shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect Engineer shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect Engineer all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect Project for more than 30 consecutive days, the Engineer shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect Engineer shall be compensated for expenses incurred in the interruption and resumption of the Architect’s Engineer’s services. The Architect’s Engineer’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect Engineer, the Engineer may terminate this Agreement by giving not less than seven days’ written notice.. ce shohe pa uld the other party fail rty initiating the to the Architect Engineer he Ar chitect Engineer § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail noti substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the t termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements.t § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:: (Set forth below the amount of any termination or licensing fee, or the method for determining any termination or licensing fee.)

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to any amounts paid under Section 9.6compensation for the Architect’s services and include demobilization expenses including, if but not limited to costs associated with computer systems, web site shutdown, employment outplacement, severance and all reimbursable costs to date, directly attributable to termination for which the Owner terminates Architect is not otherwise compensated., plus an amount for the Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement for its convenience pursuant to are set forth in Article 7 and Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:11.9.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make undisputed payments to the Architect in accordance with this AgreementAgreement for more than thirty (30) calendar days, such failure shall may be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven (7) calendar days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. Architect shall not suspend services, withhold documents or terminate this Agreement for nonpayment in the event of a good faith dispute, so long as Owner continues to make undisputed payments. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for reasonable expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 ninety (90) cumulative calendar days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven (7) calendar days’ written notice. § 9.4 Either Except as otherwise provided, either party may terminate this Agreement upon not less than seven (7) calendar days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement Agreement, in whole or in part, upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. If Owner terminates for cause, Owner at any time may, by notice to Architect, convert the termination to a termination for convenience. In the event Owner terminates for cause and it is determined that Owner did not have sufficient cause for termination, such termination automatically shall be converted to a termination for convenience and shall be deemed at Owner’s convenience under this Section. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, together with Reimbursable Expenses incurredincurred prior to termination, and costs attributable to termination, including the reasonable costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if but in no event more than the Owner terminates maximum compensation provided in this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:performance of Services through

TERMINATION OR SUSPENSION. 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 9.1 13.1.1 If the Owner fails to make payments for a period in excess of thirty (30) days to the Architect Design-Builder for Work performed in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend servicesContract, the Architect shall give Design-Builder may, upon seven (7) additional business days’ written notice to the Owner before suspending services. In Owner, suspend or terminate the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedWork. § 9.2 13.1.2 If the Owner suspends the Project, the Architect Design-Builder shall be compensated for services the Work performed prior to notice of such suspension. When the Project is resumed, the Architect Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the ArchitectDesign-Builder’s servicesWork. The ArchitectDesign-Builder’s fees for compensation for, and time to complete, the remaining services and the time schedules Work shall be equitably adjusted. However, in no event shall the Owner be liable to the Design-Builder for lost profits or Fee on any Work not performed, home office overhead, or any other type of consequential, special or indirect damages. Design-Builder hereby waives all such damages. Payments to the Design-Builder shall be reduced by any setoffs to which the Owner is entitled under this Contract. § 9.3 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the ArchitectDesign-Builder, the Architect Design-Builder may terminate this Agreement Contract by giving not less than seven days’ written notice. § 9.4 13.1.4 Either party may terminate this Agreement Contract upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement Contract through no fault of the party initiating the termination. § 9.5 13.1.5 The Owner may terminate this Agreement Contract upon not less than seven days’ written notice to the Architect Design-Builder for the Owner’s convenience and without cause. § 9.6 If 13.1.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Design-Builder, the Owner Design-Builder shall compensate the Architect be compensated for services Work performed prior to termination, together with Reimbursable Expenses incurred, then due and costs any other expenses directly attributable to termination, including termination for which the costs attributable to Design-Builder is not otherwise compensated. In no event shall the ArchitectDesign-Builder’s termination of consultant agreementscompensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 9.7 In addition to any amounts paid under Section 9.6, if 13.2 Termination or Suspension Following Execution of the Contract § 13.2.1 Termination by the Design-Builder § 13.2.1.1 If the Owner terminates this Agreement fails to certify payment as provided in the Contract Documents for its convenience pursuant to Section 9.5a period in excess of thirty § 13.2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any other persons or entities performing portions of the Architect terminates this Agreement pursuant to Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 9.313.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Owner shall pay Design-Builder may, upon fourteen (14) business days’ written notice to the Architect Owner, terminate the following fees:Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit, costs incurred by reason of such termination, and damages. However, in no event shall the Owner be liable to the Design-Builder for lost profits or Fee on any Work not performed, home office overhead, or any other type of consequential, special or indirect damages. Design- Builder hereby waives all such damages. Payments to the Design-Builder shall be reduced by any setoffs to which the Owner is entitled under this Contract. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner’s obligations under the Design-Build Documents with respect to matters important to the progress of the Work, the Design-Builder may, upon seven additional day’s written notice to the Owner, terminate the Contract and recover from the Owner as provided in Section 13.2.1.3.

TERMINATION OR SUSPENSION. § 9.1 A. If the Owner fails to make payments to the Architect Contractor in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the ArchitectContractor’s option, cause for suspension of performance of services Work under this Agreement. If the Architect Contractor elects to suspend servicesperformance of the Work, the Architect Contractor shall give seven ten (10) days’ written notice to the Owner before suspending servicesperformance of the Work. In the event of a suspension of servicesperformance of the Work, the Architect Contractor shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of servicesperformance of the Work. Before resuming servicesWork, the Owner Contractor shall pay the Architect be paid all sums due prior to suspension and any reasonable expenses incurred in the interruption and resumption of the ArchitectContractor’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjustedWork. § 9.2 B. If the Owner suspends the Project, the Architect Contractor shall be compensated for services Work performed satisfactorily prior to notice of such suspension. When the Project is resumed, the Architect shall Contractor may be compensated for expenses incurred in the interruption and resumption of the ArchitectContractor’s servicesperformance of the Work. The ArchitectContractor’s fees fee for the remaining services Work and the time schedules shall may be equitably adjusted. § 9.3 . If the Owner suspends the Project for more than 90 ninety (90) cumulative days for reasons other than the fault of the ArchitectContractor, the Architect Contractor may terminate this Agreement by giving not less than seven thirty (30) days’ written notice. § 9.4 C. Either party may terminate this Agreement upon not less than seven thirty (30) days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 D. The Owner may terminate this Agreement upon not less than seven thirty (30) days’ written notice to the Architect Contractor for the Owner’s convenience and without cause. § 9.6 If . In the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or event of termination not the Architect terminates this Agreement pursuant to Section 9.3fault of the Contractor, the Owner Contractor shall compensate the Architect be compensated for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including . E. Notwithstanding any other provision in the costs attributable Contract Documents to the Architect’s termination contrary, it is agreed by the parties that: (1) if an order for relief is entered on behalf of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience Contractor pursuant to Section 9.5Title 11 of the United States Code, or (2) if any other similar order is entered under any other debtor relief laws, (3) if Contractor makes a general assignment for the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees:benefit of its creditors,

TERMINATION OR SUSPENSION. § 9.1 8.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, the Architect having performed the Architect’s obligations hereunder, such failure shall be considered substantial nonperformance and and, upon seven days written notice, cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a proper suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. 8.2 If the Project is suspended by the Owner for more than 30 consecutive days, through no fault of the Architect, the Architect shall be compensated for services performed prior to notice of such suspension. hen the Project is resumed, the Architect shall be compensated for expenses direct expenses reasonably incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If 8.3 If, through no fault of the Owner suspends the ProjectArchitect, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of suspended or the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project are suspended for more than 90 cumulative days for reasons other than the fault of the Architectconsecutive days, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either 8.4 This Agreement may be terminated by either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The 8.5 This Agreement may be terminated by the Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If 8.6 In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due and costs all Termination Expenses as defined in Paragraph 8.7. Architect shall not be entitled to anticipated profit on services not performed or to consequential damages. 8.7 Termination Expenses are in addition to compensation for the services of the Agreement and include expenses directly attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or which the Architect terminates this Agreement pursuant to Section 9.3is not otherwise compensated., the Owner shall pay to the Architect the following fees:.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments of amounts due to the Architect in accordance with this Agreement, w such failure shall be considered substantial nonperformance and cause for and, subject to the provisions of termination of such Services Agreement or, at the Architect’s option, cause for suspension of performance of services o under this such Services Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice sh § 9.2 The Owner reserves the right to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of suspend the Architect’s servicesservices without being deemed in default of this Agreement or the applicable Services Agreement. The Unless otherwise noted herein or indicated in the Project schedule most recently approved by the Owner, or unless caused by the Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If , if the Owner suspends a Project or the Projectservices of the Architect for more than ninety (90) consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the applicable Project is resumedis, or the Architect’s services are, as applicable, resumed by request of the Owner, the Architect shall be compensated for reasonable, actual, out-of-pocket expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project Architect’s services for more than 90 cumulative ninety (90) consecutive days for reasons other than the fault of the Architect, the Architect may terminate this the applicable Services Agreement by giving not less than seven days’ written notice.seven § 9.4 Either party may terminate this Agreement and any Services Agreement upon not less than seven fourteen (14) days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement or the Services Agreement through no fault of the party initiating the terminationtermination and fail to cure the breach within said fourteen (14) day notice period. A default by the Architect under a Services Agreement may, at the Owner’s option, be deemed a default under another or all other Services Agreements and this Agreement. Notwithstanding the foregoing, the Architect shall not terminate services due to the Owner’s failure to pay to the Architect amounts due to the Architect if the Owner makes the required payment within the foregoing notice period. § 9.5 The Owner may terminate this a Services Agreement upon not less than seven (7) days’ written notice to the Architect for the Owner’s convenience and without cause. Should the Owner terminate a Services Agreement for cause, but that cause be subsequently found to be insufficient to support termination, the termination shall be deemed one of convenience. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to receipt of written notice from the Owner of such termination, together with Reimbursable Expenses incurred, and costs attributable up to the effective date of termination, including the costs attributable to which compensation shall be the Architect’s termination of consultant agreementssole and exclusive remedy for any termination. § 9.7 In addition Notwithstanding anything in this Agreement or any Services Agreement to any amounts paid the contrary, under Section 9.6, if no circumstances shall the Owner terminates be obligated to pay or reimburse the Architect for lost profits, unabsorbed overhead or any other consequential, incidental, special or punitive damages. § 9.8 This Agreement shall be effective for one (1) year from the date first written above. T automatically renew for an additional term of one (1) year upon each anniversary of the date either party elects not to renew this Agreement prior to such renewal date. If a party elects Agreement, it must provide written notice to the other party of such election not less than ni renewal date; provided, however, the terms of this Agreement shall remain applicable to ea until all Work executed under such Services Agreement is completed or terminated in accord applicable Services Agreement. § 9.9 In the event of termination for its convenience pursuant to Section 9.5any reason, or the Architect terminates this Agreement pursuant to Section 9.3, shall cooperate with the Owner shall pay to the Architect the following fees:Owne

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the ProjectProject for sixty (60) days or more, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative ninety (90) days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsthen due. § 9.7 In addition to Notwithstanding any amounts paid under Section 9.6, if the Owner terminates other provisions of this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3Agreement, the Owner shall pay have the right to terminate this Agreement at any time, upon giving seven (7) days written notice of such termination to the Architect, for any reason deemed adequate in the Owner’s sole discretion, and, in such event, the Architect is to be paid for his services in connection herewith an amount which bears the same ratio to the total fee otherwise payable under this Agreement as the services actually rendered hereunder by the Architect bear to the total services necessary for the full performance of this Agreement, and such payment, plus all reimbursable payments then due, shall constitute the Owner’s full payment obligation to the Architect under this Agreement. Provided the following fees:Owner has paid in full the total amount due the Architect described above, the Architect shall cooperate after the termination and make available for review and use by Owner and any architect subsequently retained by the Owner any drawings, plans, specifications and records which the Architect herein has prepared in connection with any Project. The Owner’s use of Design Documents shall be in accordance with Article 7. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 11.9.

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven fourteen days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted, expenses only paid if directly attributable to fault of Owner. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven fourteen days’ written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 In addition to any amounts paid under Section 9.6Except as otherwise expressly provided herein, if the Owner terminates this Agreement for its convenience pursuant shall terminate one year from the date of Substantial Completion. § 9.8 The Owner’s rights to Section 9.5, or use the Architect terminates Architect’s Instruments of Service in the event of a termination of this Agreement pursuant to are set forth in Article 7 and Section 9.3, the Owner shall pay to the Architect the following fees:9.7.

TERMINATION OR SUSPENSION. § 9.1 5.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 5.2 If the Owner suspends the Project, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 5.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice. § 9.4 5.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 5.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 5.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 9.7 5.7 In addition to any amounts paid under Section 9.65.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.55.5, or the Architect terminates this Agreement pursuant to Section 9.35.3, the Owner shall pay to the Architect the following fees:

TERMINATION OR SUSPENSION. § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspension of performance of services under this Agreement unless the Architect has failed to perform in accordance with this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner Architect shall pay the Architect be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the ProjectProject for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspensionsuspension unless such suspension is the result of the Architect’s negligence or failure to perform as required by this Agreement. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s servicesservices unless the interruption was the result of Architect’s negligence or failure to perform as required by this Agreement. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written noticenotice unless the s uspension was caused by the Architect’s negligence or failure to perform as required by this Agreement. § 9.4 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days’ written notice to the Architect for the Owner’s convenience and without cause. § 9.6 If In the Owner terminates this Agreement for its convenience pursuant to Section 9.5event of termination not the fault of the Architect, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect be compensated for services performed prior to termination, together with Reimbursable Expenses incurred, then due. and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreementsall Termination Expenses as defined in Section 9.7. § 9.7 In Termination Expenses are in addition to compensation for the Architect’s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated, plus an amount for the Architect’s anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner’s rights to use the Architect’s Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 11.9.§ 9.9 In the event that Architect fails to perform in accordance with the terms and conditions of this Agreement, Owner may terminate this Agreement by sending a Notice of Termination which shall be effective seven (7) days after its date of transmittal if Architect does not cure such default within the seven days. Owner shall be entitled to offset any amounts paid under Section 9.6due and owing Architect by the amounts of any damages incurred by Owner as a result of Architect’s breach, which offset shall not prejudice the right of Owner to recover additional damages or to exercise any other remedy at law or in equity. In no event shall Architect be entitled to receive termination expenses, unabsorbed overhead or lost profit or any other incidental or consequential damages if the terminated for cause. If Owner terminates terminated this Agreement for its cause, and the termination is later found or agreed to have been improper then the termination will be construed as a termination for convenience pursuant to Section 9.5, or 9.5 hereof. n m to r § 9.10 In the Architect terminates event of termination of this Agreement pursuant to Section 9.3Agreement, the Owner shall pay have the right to use, make derivative works of the Architect documents to complete the following fees:Project, provided payment has bee Article 11.10. eproduce, and to ade pursuant to