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MODELDOCUMEN Sample Clauses

MODELDOCUMEN. As additional consideration for the final payment, Contractor agrees, to the fullest extent permitted by law, to indemnify and hold harmless Princeton University from and against all costs, losses, damages, claims, causes of action, judgments and expenses, including attorney’s fees, arising out of or in connection with any claims or causes of action for payment or any liens asserted against Princeton University, or the aforesaid land and improvements (including personal property related thereto), which arise out of the performance of the work under the Contract and which may be asserted by the Contractor or any of its subcontractors, sub-subcontractors or materialmen of any tier thereof. As additional consideration for the final payment aforementioned, Contractor hereby unconditionally releases and forever discharges Princeton University from all claims for payment and all other claims and causes of action of every nature, known or unknown, arising out of or in connection with the performance of the said Contract. This release and discharge shall not apply to claims that Contractor may have against Princeton University for contribution or indemnity (if any) based upon third party claims asserted against Contractor for personal injury or damage to property asserted after the date hereof. Contractor further declares that it has made proper payment of all monies due to all of its employees, subcontractors and suppliers of labor, materials, and/or equipment, and agrees to indemnify and hold Princeton University harmless from any claim or demand it might suffer by reason of failure of this certification. The foregoing shall not relieve Contractor of its obligations under the provisions of said Contract, as amended, which by nature survive completion of the Work including without limitation, warranties, guarantees, and indemnities. Given under our hand and seal this date: by /Form signed and dated by Contractor/ With reference to Subcontract No. as amended, by and between (“Subcontractor”) and _ (“Contractor”) for work for the construction of (the “Project”), the undersigned Subcontractor hereby certifies and represents that conditioned upon full payments of the sum of $ (the “final payment”) pursuant to Subcontractor Application for Payment No. _ dated _ in the amount of $ it has made full payment of all costs, charges and expenses incurred by it or on its behalf for work, labor, services, materials and equipment supplied to the foregoing premises and/or used i...
MODELDOCUMEN. Within ten (10) business days of receiving a Princeton University-initiated request for proposal, the Contractor shall provide Princeton University with a written change order request (hereinafter “Change Order Request”) stating all changes in the Contract, including, without limitation, any changes to the Contract Time, the Project Schedule, the Contract Price, to which it believes it is entitled as a result of the request for proposal. The Change Order Request submitted by Contractor for changes in the Work must be completely itemized and show the affected drawings, quantities of material involved, and the dollar amounts for labor, materials, equipment rental, salaried personnel costs, insurance, and taxes, as well as changes in the then-current Project Schedule and in the Contract Time in format and detail reasonably satisfactory to Princeton University. Princeton University may request, and the Contractor shall promptly provide, further cost breakdowns, clarifications, documentation, or back-up if Princeton University reasonably believes such additional information is needed to understand and evaluate the request.
MODELDOCUMEN. If Shop Drawings, Product Data, Samples, Certified Tests Reports, or Certificates of Compliance show variations from the Contract requirements, the Contractor shall clearly and fully describe such variations, in writing, at the time of submission. If Princeton University approves any such variation(s), an appropriate Contract modification will be issued by Princeton University, except that, if the variation is minor and does not involve a change in price or in time of performance, a modification need not be issued.
MODELDOCUMEN. When payment is received from Princeton University, the Contractor shall immediately pay all Subcontractors, materialmen, laborers, and suppliers the amount they are due for the Work covered by such payment. In the event Princeton University becomes informed that the Contractor has not paid a Subcontractor, materialman, laborer or supplier as provided herein, Princeton University may issue future checks to the Contractor in appropriate amounts otherwise due hereunder naming the Contractor and any such Subcontractor, materialman, laborer or supplier as joint payees. Such joint check procedure, if employed by Princeton University, shall create no rights in favor of any person or entity beyond the right of the named payees to payment of the check, shall not create any rights in such Subcontractor, materialman, laborer or supplier against Princeton University, and shall not be deemed to commit Princeton University to repeat the procedure in the future.
MODELDOCUMENContractor shall immediately advise Princeton University of any violation notice issued to them by any authority having jurisdiction and shall provide Princeton University a copy of said violation notice. Contractor shall appear at hearings, proceedings or in court with respect to such compliance or with respect to violations or claimed violations of legal requirements, and pay all legal fees, fines and penalties incurred by or imposed upon Princeton University or upon Contractor relating to Contractor’s noncompliance, violations or claimed violations.
MODELDOCUMEN. The Contractor is required to retain records which shall include, but not be limited to, copies of all plans, specifications, submittals, correspondence, email, minutes, memoranda, audio or visual recordings, videos, policies, procedures, accounting records and other data, regardless of type and regardless of whether such items are in written form, in the form of electronic data, or in any other form, which document the Project, its design, and its construction, and all costs relating thereto, and that in Princeton University’s judgment have any bearing on or pertain to any matters, rights, duties or obligations under or covered by the Contract. The Contractor shall retain all records relating to this Contract until the expiration of seven (7) years after final payment is made under this Contract or for any longer period of time as may be required by law or good business practice, or six (6) months after final resolution (by non-appealable judgment or settlement) of any disputes, whichever may be later. Upon the request of Princeton University, and by no later than three (3) days from written notice, the Contractor shall make its records available during normal business hours to Princeton University, its authorized representative(s) or to any state, federal or other regulatory authority. Any such authority, Princeton University, and its authorized representative(s) shall be entitled to inspect, examine, review, copy, and audit the Contractor’s records at its own expense, within adequate work space at the Contractor’s facilities. Failure by the Contractor to supply substantiating records shall be reason to exclude the related costs from amounts which might otherwise be payable by Princeton University to the Contractor pursuant to the Contract.
MODELDOCUMENPrinceton University is a non-profit educational institution exempt from paying certain federal, state, and local taxes, including New Jersey Sales Taxes (Exemption No. EO-210-634-501) and New Jersey Excise Taxes (Exemption No. A-I10839). Pursuant to N.J.S.A. 54:32B-8.22 this exemption applies to all purchases by contractors or repairmen of materials, supplies or services for the exclusive use in erecting structures or building on, or otherwise improving, altering or repairing its real property. Contractor shall utilize the exemption to the fullest extent possible. Contractor shall not be reimbursed for any taxes subject to the aforementioned exemptions regardless of whether Contractor has paid such taxes, and shall reimburse Princeton University should any payment to Contractor include reimbursement for such taxes.
MODELDOCUMEN. If the claim, controversy or dispute is not settled within ten (10) business days after the first day of mediation (or such longer time agreed to by both parties), either party may initiate litigation in the United States District Court for the District of New Jersey that covers Mercer County, or in the Superior Court of the State of New Jersey for Mercer County, and Contractor may not initiate litigation in any other forum; however, neither party may initiate litigation against the other without first utilizing the process set forth in this Clause H4 except for seeking a temporary restraining order and/or a preliminary injunction. To the extent permitted by law, the parties agree that any statute of limitations applicable to any claim, controversy, or dispute shall be tolled from the date that such notice is sent under subparagraph (b) above until the first day upon which the parties are permitted to initiate litigation, as set forth in subparagraph (f) below.
MODELDOCUMENNo consent or waiver, express or implied, by either party to this Contract with respect to any breach by the other of any obligations hereunder shall be deemed or construed to be a consent or waiver with respect to any other breach by such party hereunder. Failure on the part of either party to complain of any act or failure to act on the part of the other party or to declare the other party in breach hereunder, irrespective of how long such failure continues, shall not constitute a waiver of the rights of such party hereunder.
MODELDOCUMENThe foregoing shall not relieve the Subcontractor of its obligations under the provisions of said Subcontract, as amended, which by nature survive completion of the Work including without limitation, warranties, guarantees, and indemnities. Executed this date: _ by /Form signed and dated by Subcontractor/ All notices to be given hereunder shall be in writing, and may be sent or delivered by (1) depositing the same in any international overnight delivery system addressed to the party to be notified, (2) commercial messenger service, (3) email, but such notice shall only be effective if the notice is acknowledged by an automatic receipt or a reply, (4) hand delivery to such party or (5) US certified mail, return receipt requested. Notice deposited in the mail in accordance with the provisions hereof shall be effective and deemed to have been given (unless otherwise extended in such notice) on the third regular business day following the date postmarked on the envelope containing such notice, or when actually received, whichever is earlier. All notices to be given to the parties hereto shall be sent to the Princeton University or Contractor Administrative Representative identified in the Agreement. The parties hereto shall have the right to change their respective addresses for receipt of notices hereunder by written notice to the others specifying the new address.