Common use of Withholding of Payment Clause in Contracts

Withholding of Payment. If any claim or lien is made or filed with or against Owner, the Project, the real estate, or contract proceeds by any person claiming that Contractor or any subcontractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes or other items or obligations furnished or incurred for or in connection with the Work, or if at any time there shall be evidence of such non-payment or of any claim or lien which is chargeable to Contractor, or if Contractor or any subcontractor or other person for whom Contractor is liable causes damages to the Work, or if Contractor fails to perform or is otherwise in default under any of the terms or provisions of the Contract Documents, Owner shall have the right to retain from any payment then due or thereafter to become due an amount which it deems sufficient to (1) satisfy, discharge and/or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non-payment, damage, failure or default, and (3) compensate Owner for and indemnify him against any and all losses, liability, damages, costs, and expenses, including attorneys’ fees and disbursements which may be sustained or incurred in connection therewith. Owner shall have the right to apply and charge against Contractor so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefor, Contractor shall be liable for the difference. 1. If Owner withholds any payment, partial or final, from Contractor, Owner may, but shall not be obligated or required to, make direct or joint payment on behalf of Contractor for any part or all of such sums due and owing to said subcontractors, material suppliers, equipment lessors and/or laborers for their labor, materials or equipment furnished to the Project, not to exceed the Contract Price remaining due and owing to Contractor, and charge all such direct payments against the Contract Price; provided, however, that nothing contained in this paragraph shall create any personal liability on the part of Owner to any subcontractor, material supplier, equipment lessor or laborer, or any direct contractual relationship between Owner and them.

Withholding of Payment. If any claim or lien is made or filed with or against Owner, the Project, the real estate, or contract proceeds by any person claiming that Contractor or any subcontractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes or other items or obligations furnished or incurred for or in connection with the Work, or if at any time there shall be evidence of such non-payment or of any claim or lien which is chargeable to Contractor, or if Contractor or any subcontractor or other person for whom Contractor is liable causes damages to the Work, or if Contractor fails to perform or is otherwise in default under any of the terms or provisions of the Contract Documents, Owner shall have the right to retain from any payment then due or thereafter to become due an amount which it deems sufficient to (1) satisfy, discharge and/or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non-payment, damage, failure or default, and (3) compensate Owner for and indemnify him against any and all losses, liability, damages, costs, and expenses, including attorneys’ fees and disbursements which may be sustained or incurred in connection therewith. Owner shall have the right to apply and charge against Contractor so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefor, Contractor shall be liable for the difference. 1. If Owner withholds any payment, partial or final, from Contractor, Owner may, but shall not be obligated or required to, make direct or joint payment on behalf of Contractor for any part or all of such sums due and owing to said subcontractors, material suppliers, equipment lessors and/or laborers for their labor, materials or equipment furnished to the Project, not to exceed the Contract Price remaining due and owing to Contractor, and charge all such direct payments against the Contract Price; provided, however, that nothing contained in this paragraph shall create any personal liability on the part of Owner to any subcontractor, material supplier, equipment lessor or laborer, or any direct contractual relationship between Owner and them.

Withholding of Payment. If any claim or lien is made or filed with or against Owner, the Project, the real estate, or contract proceeds by any person claiming that Contractor or any subcontractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes or other items or obligations furnished or incurred for or in connection with the Work, or if at any time there shall be evidence of such non-payment or of any claim or lien which is chargeable to Contractor, or if Contractor or any subcontractor or other person for whom Contractor is liable causes damages to the Work, or if Contractor fails to perform or is otherwise in default under any of the terms or provisions of the Contract Documents, Owner shall have the right to retain from any payment then due or thereafter to become due an amount which it deems sufficient to (1) satisfy, discharge and/or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non-payment, damage, failure or default, and (3) compensate Owner for and indemnify him against any and all losses, liability, damages, costs, and expenses, including attorneys’ fees and disbursements which may be sustained or incurred in connection therewith. Owner shall have the right to apply and charge against Contractor so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefor, Contractor shall be liable for the difference. 1. If Owner withholds any payment, partial or final, from Contractor, Owner may, but shall not be obligated or required to, make direct or joint payment on behalf of Contractor for any part or all of such sums due and owing to said subcontractors, material suppliers, equipment lessors and/or laborers for their labor, materials or equipment furnished to the Project, not to exceed the Contract Price remaining due and owing to Contractor, and charge all such direct payments against the Contract Price; provided, however, that nothing contained in this paragraph shall create any personal direct liability on the part of Owner to any subcontractor, material supplier, equipment lessor or laborer, or any direct contractual relationship between Owner and themwith Owner.

Withholding of Payment. If (1) the Contractor fails to perform any of its obligations under this Contract or any other agreement between the Authority and the Contractor (including his obligation to the Authority to pay any claim or lien is lawfully made or filed with or against Owner, the Project, the real estate, or contract proceeds him by any person claiming that Contractor or any materialman, subcontractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes xxxxxxx or other items or obligations furnished or incurred for person which arises out of or in connection with the Work, performance of this Contract or if at any time there shall be evidence of such non-payment other agreement with the Authority) or of (2) any claim (just or lien unjust) which is chargeable to Contractor, arises out of or if Contractor in connection with this Contract or any subcontractor or other person for whom agreement between the Authority and the Contractor is liable causes damages to made against the Work, Authority or if (3) any subcontractor under this Contract or any other agreement between the Authority and the Contractor fails to perform pay any claims lawfully made against him by any materialman, subcontractor, xxxxxxx or is otherwise other third person which arises out of on in default under connection with this Contract or any other agreement between the Authority and the Contractor or if in the opinion of the Authority any of the terms or provisions of aforesaid contingencies is likely to arise, then the Contract Documents, Owner Authority shall have the right right, in its discretion, to retain from withhold out of any payment then due (final or thereafter otherwise and even though such payment has already been certified as due) such sums as the Authority may deem ample to become due an amount which protect it deems sufficient against delay or loss or to (1) satisfy, discharge and/or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non-payment, damage, failure or defaultassure the payment of just claims of third persons, and (3) compensate Owner for and indemnify him against any and all losses, liability, damages, costs, and expenses, including attorneys’ fees and disbursements which may be sustained or incurred in connection therewith. Owner shall have the right to apply and charge such sums in such manner as the Port Authority may deem proper to protect it against Contractor delay or loss or to satisfy such claims. All sums so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefor, Contractor applied shall be liable for deducted from the difference. 1Contractor's compensation. If Owner withholds Omission by the Authority to withhold out of any payment, partial final or finalotherwise, from Contractora sum for any of the above contingencies, Owner mayeven though such contingency has occurred at the time of such payment, but shall not be obligated deemed to indicate that the Authority does not intend to exercise its right with respect to such contingency. Neither the above provisions for rights of the Authority to withhold and apply monies nor any exercise or required toattempted exercise of, make direct or joint payment on behalf of Contractor for any part or all of omission to exercise, such sums due and owing to said subcontractors, material suppliers, equipment lessors and/or laborers for their labor, materials or equipment furnished to rights by the Project, not to exceed the Contract Price remaining due and owing to Contractor, and charge all such direct payments against the Contract Price; provided, however, that nothing contained in this paragraph Authority shall create any personal liability on obligation of any kind to such materialman, subcontractors, xxxxxxx or other third persons. Until actual payment to the part of Owner Contractor, its right to any subcontractor, material supplier, equipment lessor or laborer, or any direct contractual relationship between Owner and themamount to be paid under this Contract (even though such amount has already been certified as due) shall be subordinate to the rights of the Authority under this clause.

Withholding of Payment. If any claim 1) The Owner may withhold payment or, because of subsequently discovered evidence or lien is made subsequent review of the Work or filed with or against Ownerthe Contractor’s Applications for Payment, invoice detail and/or submittals, may nullify the Project, the real estate, or contract proceeds by any person claiming that Contractor whole or any subcontractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes or other items or obligations furnished or incurred for or in connection with the Work, or if at any time there shall be evidence of such non-payment or part of any claim payment previously made, to such extent as may be necessary in its opinion to protect the Owner from loss or lien which is chargeable expense due to Contractor, or if Contractor or any subcontractor or other person for whom Contractor is liable causes damages to of the Work, or if following: a) The Contractor fails to perform or properly respond to notices issued by the Owner pursuant to the Contract Documents; b) The Contractor is otherwise in default of any of its obligations under this Agreement or under any of the terms or provisions of the Contract Documents, and/or is otherwise in default of any other agreement or contract with the Owner, whether or not related to this Contract; c) Any part of such payment that is attributable to Work which is Defective, as determined by the Engineer; provided, however, such payment shall be made as to the part thereof attributable to Work which is performed in accordance with the Drawings and Specifications and is not Defective, reserving, however, such amount as the Engineer shall determine necessary to protect the Owner with respect to Defective Work; d) The Contractor has failed, within ten (10) calendar days of receipt of payment from Owner, to make payments not in dispute promptly to Contractor’s subcontractors, sub-subcontractors, laborers or suppliers or for material, labor or services used in the Work; Contractor promptly shall notify Owner if any such dispute exists; e) Any part of such payment is attributable to Work that the Owner has been notified of a claim or dispute or has received reasonable evidence indicating the existence of such a claim or dispute, unless the Contractor provides reasonable evidence of its ability to resolve the dispute and pay any amount owed; f) The Owner has a reasonable belief the Work will not be completed within the Contract Times established under the Contract Documents; g) The Owner reasonably believes that the portion of the Contract Price then remaining unpaid will not be sufficient to pay for Work not completed to date or to complete the Work in accordance with the Contract Documents; h) An Application for Payment is not in the exact form required by the Contract Documents; i) The Contractor has failed to submit and obtain approval for a Schedule, Schedule update, make up schedule or other documents required in the Contract Documents required for a complete and valid Application for Payment; j) The Contractor’s Payment and/or Performance Bond Surety provides Owner with a notice to withhold further funds according to the terms of the Surety Bonds and/or indemnity agreement with the Contractor; k) At the written direction of Contractor’s bond company; and l) The Owner is otherwise entitled to a setoff against the Contractor. 2) If the Owner elects to withhold a portion of a payment otherwise due to the Contractor for any of the reasons identified above, the Owner shall submit a written statement to Contractor describing the disputed items and shall have the right to require the Contractor to prepare and submit to the Owner a revised Application For Payment, as directed by the Owner, to facilitate payment of the undisputed amount, if any, otherwise due to the Contractor. Alternatively, the Owner shall have the right (but not the obligation) to retain from any payment then due or thereafter revise the Contractor’s Application for Payment to become due an show the amount which it deems sufficient to (1) satisfy, discharge and/or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non-payment, damage, failure or default, and (withheld by the Owner. 3) compensate Whenever the Owner for and indemnify him against any and all lossesreasonably determines, liability, damages, costs, and expenses, including attorneys’ fees and disbursements which may be sustained or incurred in connection therewith. Owner shall have after notice to the right to apply and charge against Contractor so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefor, Contractor shall be liable for the difference. 1. If Owner withholds any payment, partial or final, from Contractor, that there is a basis for concern that payments properly owing to any subcontractor, supplier, surety, or laborer are not being made on a timely basis, the Owner maymay elect, but shall not be obligated or required toto make, make direct or joint payment on behalf of Contractor for any part or all of such sums due and owing to said subcontractors, material suppliers, equipment lessors and/or laborers for their labor, materials or equipment furnished payments to the Projectjoint order of the Contractor and such subcontractor, not supplier, or laborer, with any such payments satisfying any payment obligation otherwise owing by the Owner to exceed the Contract Price remaining due and owing Contractor. Alternatively, the Owner may, but is under no obligation to Contractormake, and charge all such direct payments against the Contract Price; provided, however, that nothing contained in this paragraph shall create any personal liability on the part of Owner payment to any subcontractor, material supplier, equipment lessor or laborerlaborer of the Contractor, and such amounts directly paid shall otherwise satisfy any payment obligation owing by the Owner to the Contractor for the Work. The Owner’s option to withhold payment from the Contractor, or to make joint payments or direct payments shall not create an intended third beneficiary relationship with any other person or entity, it being agreed and understood the Owner has the right to withhold payment, or to make such joint and direct contractual relationship between payments but is not otherwise obligated (nor may it be compelled) to make such joint and/or direct payments. 4) The Owner also may elect at any time to require payments be made through a construction escrow, in which event the Contractor shall supply all customary forms and themindemnities as may be required to satisfy the conditions to disbursement established by the applicable escrow agent.